Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2022 | Jul. 29, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-34148 | |
Entity Registrant Name | Match Group, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 59-2712887 | |
Entity Address, Address Line One | 8750 North Central Expressway | |
Entity Address, Address Line Two | Suite 1400 | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75231 | |
City Area Code | 214 | |
Local Phone Number | 576-9352 | |
Title of 12(b) Security | Common Stock, par value $0.001 | |
Trading Symbol | MTCH | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Small Business | false | |
Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 282,986,452 | |
Entity Central Index Key | 0000891103 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEET (Una
CONSOLIDATED BALANCE SHEET (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
ASSETS | ||
Cash and cash equivalents | $ 463,686 | $ 815,384 |
Short-term investments | 9,240 | 11,818 |
Accounts receivable, net of allowance of $477 and $281, respectively | 182,320 | 188,482 |
Other current assets | 149,567 | 202,568 |
Total current assets | 804,813 | 1,218,252 |
Property and equipment, net of accumulated depreciation and amortization of $181,831 and $181,742, respectively | 168,761 | 163,256 |
Goodwill | 2,281,606 | 2,411,996 |
Intangible assets, net of accumulated amortization of $56,754 and $35,674, respectively | 479,389 | 771,697 |
Deferred income taxes | 310,073 | 334,937 |
Other non-current assets | 149,136 | 163,150 |
TOTAL ASSETS | 4,193,778 | 5,063,288 |
LIABILITIES | ||
Current maturities of long-term debt, net | 58,782 | 99,927 |
Accounts payable | 15,200 | 37,871 |
Deferred revenue | 259,149 | 262,131 |
Accrued expenses and other current liabilities | 294,555 | 768,366 |
Total current liabilities | 627,686 | 1,168,295 |
Long-term debt, net | 3,832,534 | 3,829,421 |
Income taxes payable | 12,273 | 13,842 |
Deferred income taxes | 63,572 | 130,261 |
Other long-term liabilities | 109,814 | 116,051 |
Redeemable noncontrolling interests | 0 | 1,260 |
Commitments and contingencies | ||
SHAREHOLDERS’ EQUITY | ||
Common stock; $0.001 par value; authorized 1,600,000,000 shares; 286,102,332 and 283,470,334 shares issued; and 283,161,791 and 283,470,334 outstanding at June 30, 2022 and December 31, 2021, respectively | 286 | 283 |
Additional paid-in capital | 8,165,983 | 8,164,216 |
Retained deficit | (7,995,839) | (8,144,514) |
Accumulated other comprehensive loss | (407,837) | (223,754) |
Treasury stock; 2,940,541 and 0 shares, respectively | (215,538) | 0 |
Total Match Group, Inc. shareholders’ equity | (452,945) | (203,769) |
Noncontrolling interests | 844 | 7,927 |
Total shareholders’ equity | (452,101) | (195,842) |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 4,193,778 | $ 5,063,288 |
CONSOLIDATED BALANCE SHEET (U_2
CONSOLIDATED BALANCE SHEET (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Accounts receivable allowance and reserves | $ 477 | $ 281 |
Accumulated depreciation and amortization on property and equipment | 181,831 | 181,742 |
Accumulated Amortization | $ 56,754 | $ 35,674 |
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 |
Common stock authorized (shares) | 1,600,000,000 | 1,600,000,000 |
Common stock issued (shares) | 286,102,332 | 283,470,334 |
Common stock outstanding (shares) | 283,161,791 | 283,470,334 |
Treasury stock (shares) | 2,940,541 | 0 |
CONSOLIDATED STATEMENT OF OPERA
CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenue | $ 794,513 | $ 707,760 | $ 1,593,144 | $ 1,375,372 |
Operating costs and expenses: | ||||
Cost of revenue (exclusive of depreciation shown separately below) | 240,840 | 193,099 | 477,076 | 372,554 |
Selling and marketing expense | 125,679 | 128,918 | 277,567 | 273,906 |
General and administrative expense | 110,638 | 113,393 | 211,343 | 201,058 |
Product development expense | 86,410 | 52,133 | 165,204 | 107,709 |
Depreciation | 11,488 | 10,061 | 21,985 | 20,518 |
Impairment and amortization of intangibles | 229,539 | 242 | 242,232 | 455 |
Total operating costs and expenses | 804,594 | 497,846 | 1,395,407 | 976,200 |
Operating (loss) income | (10,081) | 209,914 | 197,737 | 399,172 |
Interest expense | (35,623) | (32,219) | (70,519) | (64,057) |
Other income (expense), net | 5,291 | (355) | 6,109 | (1,674) |
(Loss) earnings from continuing operations, before tax | (40,413) | 177,340 | 133,327 | 333,441 |
Income tax benefit (provision) | 8,048 | (37,320) | 14,915 | (19,573) |
Net (loss) earnings from continuing operations | (32,365) | 140,020 | 148,242 | 313,868 |
Earnings from discontinued operations, net of tax | 0 | 509 | 0 | 509 |
Net (loss) earnings | (32,365) | 140,529 | 148,242 | 314,377 |
Net loss attributable to noncontrolling interests | 507 | 366 | 433 | 768 |
Net (loss) earnings attributable to Match Group, Inc. shareholders | $ (31,858) | $ 140,895 | $ 148,675 | $ 315,145 |
Net (loss) earnings per share from continuing operations: | ||||
Basic (USD per share) | $ (0.11) | $ 0.52 | $ 0.52 | $ 1.17 |
Diluted (USD per share) | (0.11) | 0.46 | 0.50 | 1.04 |
Net (loss) earnings per share attributable to Match Group, Inc. shareholders: | ||||
Basic (USD per share) | (0.11) | 0.52 | 0.52 | 1.17 |
Diluted (USD per share) | $ (0.11) | $ 0.46 | $ 0.50 | $ 1.04 |
Stock-based compensation expense by function: | ||||
Stock-based compensation expense | $ 54,767 | $ 42,396 | $ 97,062 | $ 72,512 |
Cost of revenue | ||||
Stock-based compensation expense by function: | ||||
Stock-based compensation expense | 1,558 | 1,012 | 3,107 | 2,001 |
Selling and marketing expense | ||||
Stock-based compensation expense by function: | ||||
Stock-based compensation expense | 2,166 | 3,087 | 3,819 | 4,352 |
General and administrative expense | ||||
Stock-based compensation expense by function: | ||||
Stock-based compensation expense | 30,032 | 27,580 | 53,931 | 46,060 |
Product development expense | ||||
Stock-based compensation expense by function: | ||||
Stock-based compensation expense | $ 21,011 | $ 10,717 | $ 36,205 | $ 20,099 |
CONSOLIDATED STATEMENT OF COMPR
CONSOLIDATED STATEMENT OF COMPREHENSIVE OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net (loss) earnings | $ (32,365) | $ 140,529 | $ 148,242 | $ 314,377 |
Other comprehensive loss, net of tax | ||||
Change in foreign currency translation adjustment | (139,201) | (2,136) | (185,049) | (22,745) |
Total other comprehensive loss | (139,201) | (2,136) | (185,049) | (22,745) |
Comprehensive (loss) income | (171,566) | 138,393 | (36,807) | 291,632 |
Components of comprehensive loss attributable to noncontrolling interests: | ||||
Net loss attributable to noncontrolling interests | 507 | 366 | 433 | 768 |
Change in foreign currency translation adjustment attributable to noncontrolling interests | 581 | 77 | 966 | 110 |
Comprehensive loss attributable to noncontrolling interests | 1,088 | 443 | 1,399 | 878 |
Comprehensive (loss) income attributable to Match Group, Inc. shareholders | $ (170,478) | $ 138,836 | $ (35,408) | $ 292,510 |
CONSOLIDATED STATEMENT OF SHARE
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Redeemable Noncontrolling Interests | Total Match Group Shareholders’ Equity | Common Stock | Additional Paid-in Capital | Retained (Deficit) Earnings | Accumulated Other Comprehensive Loss | Treasury Stock | Noncontrolling Interests |
Balance at beginning of period at Dec. 31, 2020 | $ 640 | ||||||||
Increase (Decrease) in Redeemable Noncontrolling Interests | |||||||||
Net (loss) earnings | $ (768) | (935) | |||||||
Adjustment of redeemable noncontrolling interests to fair value | 1,535 | ||||||||
Balance at end of period at Jun. 30, 2021 | 1,240 | ||||||||
Balance at beginning of period at Dec. 31, 2020 | (1,413,375) | $ (1,414,417) | $ 267 | $ 7,089,007 | $ (8,422,237) | $ (81,454) | $ 1,042 | ||
Balance at beginning of period (shares) at Dec. 31, 2020 | 267,329 | ||||||||
Increase (Decrease) in Shareholders' Equity | |||||||||
Net (loss) earnings | 315,312 | 315,145 | 315,145 | 167 | |||||
Other comprehensive loss, net of tax | (22,745) | (22,635) | (22,635) | (110) | |||||
Stock-based compensation expense | 76,087 | 76,087 | 76,087 | ||||||
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes | 25,978 | 25,978 | $ 4 | 25,974 | |||||
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes (shares) | 3,395 | ||||||||
Issuance of common stock for the acquisition of Hyperconnect | 890,851 | 890,851 | $ 6 | 890,845 | |||||
Issuance of common stock for the acquisition of Hyperconnect (shares) | 5,929 | ||||||||
Adjustment of redeemable noncontrolling interests to fair value | (1,535) | (1,535) | (1,535) | ||||||
Purchase of noncontrolling interest | (1,628) | 943 | 943 | (2,571) | |||||
Adjustment of noncontrolling interests to business acquisition | 0 | (1,835) | (1,835) | 1,835 | |||||
Noncontrolling interest created by the exercise of subsidiary denominated equity awards | 0 | (7,102) | (7,102) | 7,102 | |||||
Other | (4,033) | (3,725) | (3,725) | (308) | |||||
Balance at end of period at Jun. 30, 2021 | (135,088) | (142,245) | $ 277 | 8,068,659 | (8,107,092) | (104,089) | 7,157 | ||
Balance at end of period (shares) at Jun. 30, 2021 | 276,653 | ||||||||
Balance at beginning of period at Mar. 31, 2021 | 1,040 | ||||||||
Increase (Decrease) in Redeemable Noncontrolling Interests | |||||||||
Net (loss) earnings | (366) | (525) | |||||||
Adjustment of redeemable noncontrolling interests to fair value | 725 | ||||||||
Balance at end of period at Jun. 30, 2021 | 1,240 | ||||||||
Balance at beginning of period at Mar. 31, 2021 | (1,212,907) | (1,213,924) | $ 270 | 7,135,823 | (8,247,987) | (102,030) | 1,017 | ||
Balance at beginning of period (shares) at Mar. 31, 2021 | 270,082 | ||||||||
Increase (Decrease) in Shareholders' Equity | |||||||||
Net (loss) earnings | 141,054 | 140,895 | 140,895 | 159 | |||||
Other comprehensive loss, net of tax | (2,136) | (2,059) | (2,059) | (77) | |||||
Stock-based compensation expense | 44,656 | 44,656 | 44,656 | ||||||
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes | 6,553 | 6,553 | $ 1 | 6,552 | |||||
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes (shares) | 642 | ||||||||
Issuance of common stock for the acquisition of Hyperconnect | 890,851 | 890,851 | $ 6 | 890,845 | |||||
Issuance of common stock for the acquisition of Hyperconnect (shares) | 5,929 | ||||||||
Adjustment of redeemable noncontrolling interests to fair value | (725) | (725) | (725) | ||||||
Purchase of noncontrolling interest | (1,628) | 943 | 943 | (2,571) | |||||
Adjustment of noncontrolling interests to business acquisition | 0 | (1,835) | (1,835) | 1,835 | |||||
Noncontrolling interest created by the exercise of subsidiary denominated equity awards | 0 | (7,102) | (7,102) | 7,102 | |||||
Other | (806) | (498) | (498) | (308) | |||||
Balance at end of period at Jun. 30, 2021 | (135,088) | (142,245) | $ 277 | 8,068,659 | (8,107,092) | (104,089) | 7,157 | ||
Balance at end of period (shares) at Jun. 30, 2021 | 276,653 | ||||||||
Balance at beginning of period at Dec. 31, 2021 | 1,260 | 1,260 | |||||||
Increase (Decrease) in Redeemable Noncontrolling Interests | |||||||||
Net (loss) earnings | (433) | (950) | |||||||
Adjustment of redeemable noncontrolling interests to fair value | (310) | ||||||||
Balance at end of period at Jun. 30, 2022 | 0 | 0 | |||||||
Balance at beginning of period at Dec. 31, 2021 | (195,842) | (203,769) | $ 283 | 8,164,216 | (8,144,514) | (223,754) | $ 0 | 7,927 | |
Balance at beginning of period (shares) at Dec. 31, 2021 | 283,470 | ||||||||
Increase (Decrease) in Shareholders' Equity | |||||||||
Net (loss) earnings | 149,192 | 148,675 | 148,675 | 517 | |||||
Other comprehensive loss, net of tax | (185,049) | (184,083) | (184,083) | (966) | |||||
Stock-based compensation expense | 103,120 | 103,120 | 103,120 | ||||||
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes | (84,507) | (84,507) | $ 3 | (84,510) | |||||
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes (shares) | 2,632 | ||||||||
Adjustment of redeemable noncontrolling interests to fair value | 310 | 310 | 310 | ||||||
Purchase of noncontrolling interest | (17,021) | 6,672 | 6,672 | (23,693) | |||||
Purchase of treasury stock | (215,538) | (215,538) | (215,538) | ||||||
Adjustment of noncontrolling interests to fair value | 0 | (16,215) | (16,215) | 16,215 | |||||
Noncontrolling interest created by the exercise of subsidiary denominated equity awards | 0 | (844) | (844) | 844 | |||||
Settlement of notes warrants | (7,116) | (7,116) | (7,116) | ||||||
Other | 350 | 350 | 350 | ||||||
Balance at end of period at Jun. 30, 2022 | (452,101) | (452,945) | $ 286 | 8,165,983 | (7,995,839) | (407,837) | (215,538) | 844 | |
Balance at end of period (shares) at Jun. 30, 2022 | 286,102 | ||||||||
Balance at beginning of period at Mar. 31, 2022 | 0 | ||||||||
Increase (Decrease) in Redeemable Noncontrolling Interests | |||||||||
Net (loss) earnings | (507) | (508) | |||||||
Adjustment of redeemable noncontrolling interests to fair value | 508 | ||||||||
Balance at end of period at Jun. 30, 2022 | 0 | $ 0 | |||||||
Balance at beginning of period at Mar. 31, 2022 | (121,774) | (122,449) | $ 286 | 8,110,463 | (7,963,981) | (269,217) | 0 | 675 | |
Balance at beginning of period (shares) at Mar. 31, 2022 | 285,506 | ||||||||
Increase (Decrease) in Shareholders' Equity | |||||||||
Net (loss) earnings | (31,857) | (31,858) | (31,858) | 1 | |||||
Other comprehensive loss, net of tax | (139,201) | (138,620) | (138,620) | (581) | |||||
Stock-based compensation expense | 58,015 | 58,015 | 58,015 | ||||||
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes | 6,158 | 6,158 | 6,158 | ||||||
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes (shares) | 596 | ||||||||
Adjustment of redeemable noncontrolling interests to fair value | (508) | (508) | (508) | ||||||
Purchase of noncontrolling interest | (225) | (225) | |||||||
Purchase of treasury stock | (215,538) | (215,538) | (215,538) | ||||||
Adjustment of noncontrolling interests to fair value | 0 | (130) | (130) | 130 | |||||
Noncontrolling interest created by the exercise of subsidiary denominated equity awards | 0 | (844) | (844) | 844 | |||||
Settlement of notes warrants | (7,116) | (7,116) | (7,116) | ||||||
Other | (55) | (55) | (55) | ||||||
Balance at end of period at Jun. 30, 2022 | $ (452,101) | $ (452,945) | $ 286 | $ 8,165,983 | $ (7,995,839) | $ (407,837) | $ (215,538) | $ 844 | |
Balance at end of period (shares) at Jun. 30, 2022 | 286,102 |
CONSOLIDATED STATEMENT OF SHA_2
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2022 | Jun. 30, 2021 |
Common stock, par value (USD per share) | $ 0.001 | |
Common Stock | ||
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 |
CONSOLIDATED STATEMENT OF CASH
CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities attributable to continuing operations: | ||
Net (loss) earnings | $ 148,242 | $ 314,377 |
Add back: earnings from discontinued operations, net of tax | 0 | (509) |
Net earnings from continuing operations | 148,242 | 313,868 |
Adjustments to reconcile net earnings from continuing operations to net cash provided by operating activities attributable to continuing operations: | ||
Stock-based compensation expense | 97,062 | 72,512 |
Depreciation | 21,985 | 20,518 |
Impairment and amortization of intangibles | 242,232 | 455 |
Deferred income taxes | (32,663) | (20,731) |
Other adjustments, net | 1,693 | 7,407 |
Changes in assets and liabilities | ||
Accounts receivable | 934 | (103,127) |
Other assets | 30,562 | 32,622 |
Accounts payable and other liabilities | (476,056) | (17,320) |
Income taxes payable and receivable | (15,089) | 18,899 |
Deferred revenue | 1,062 | 25,712 |
Net cash provided by operating activities attributable to continuing operations | 19,964 | 350,815 |
Cash flows from investing activities attributable to continuing operations: | ||
Acquisitions, net of cash | 0 | (840,869) |
Capital expenditures | (27,305) | (32,392) |
Other, net | 1,787 | (255) |
Net cash used in investing activities attributable to continuing operations | (25,518) | (873,516) |
Cash flows from financing activities attributable to continuing operations: | ||
Payments to settle exchangeable notes | (94,252) | 0 |
Proceeds from the settlement of exchangeable note hedges | 52,623 | 0 |
Payments to settle warrants related to exchangeable notes | (7,482) | 0 |
Debt issuance costs | 0 | (851) |
Proceeds from issuance of common stock pursuant to stock-based awards | 16,356 | 37,333 |
Withholding taxes paid on behalf of employees on net settled stock-based awards | (101,089) | (11,380) |
Purchase of treasury stock | (190,980) | 0 |
Purchase of noncontrolling interests | (10,554) | (1,473) |
Other, net | 10 | 0 |
Net cash (used in) provided by financing activities attributable to continuing operations | (335,368) | 23,629 |
Total cash used in continuing operations | (340,922) | (499,072) |
Net cash used in operating activities attributable to discontinued operations | 0 | 0 |
Net cash used in investing activities attributable to discontinued operations | 0 | 0 |
Net cash used in financing activities attributable to discontinued operations | 0 | 0 |
Total cash used in discontinued operations | 0 | 0 |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (10,786) | (3,636) |
Net decrease in cash, cash equivalents, and restricted cash | (351,708) | (502,708) |
Cash, cash equivalents, and restricted cash at beginning of period | 815,512 | 739,302 |
Cash, cash equivalents, and restricted cash at end of period | $ 463,804 | $ 236,594 |
THE COMPANY AND SUMMARY OF SIGN
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1—THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Match Group, Inc., through its portfolio companies, is a leading provider of digital technologies designed to help people make meaningful connections. Our global portfolio of brands includes Tinder ® , Match ® , Hinge ® , Meetic ® , OkCupid ® , Pairs™, PlentyOfFish ® , OurTime ® , Azar ® , Hakuna Live™, and more, each built to increase our users’ likelihood of connecting with others. Through our trusted brands, we provide tailored services to meet the varying preferences of our users. Our services are available in over 40 languages to our users all over the world. Match Group has one operating segment, Connections, which is managed as a portfolio of brands. As used herein, “Match Group,” the “Company,” “we,” “our,” “us,” and similar terms refer to Match Group, Inc. and its subsidiaries, unless the context indicates otherwise. Basis of Presentation and Consolidation The Company prepares its consolidated financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”). The consolidated financial statements include the accounts of the Company, all entities that are wholly-owned by the Company and all entities in which the Company has a controlling financial interest. Intercompany transactions and accounts have been eliminated. In management’s opinion, the unaudited interim consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect, in management’s opinion, all adjustments, consisting of normal and recurring adjustments, necessary for the fair presentation of our consolidated financial position, consolidated results of operations and consolidated cash flows for the periods presented. Interim results are not necessarily indicative of the results that may be expected for the full year. The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. Accounting Estimates Management of the Company is required to make certain estimates, judgments, and assumptions during the preparation of its consolidated financial statements in accordance with GAAP. These estimates, judgments, and assumptions impact the reported amounts of assets, liabilities, revenue, and expenses and the related disclosure of contingent assets and liabilities. Actual results could differ from these estimates. On an ongoing basis, the Company evaluates its estimates and judgments including those related to: the fair values of cash equivalents, the carrying value of accounts receivable, including the determination of the allowance for credit losses; the determination of revenue reserves; the carrying value of right-of-use assets; the useful lives and recoverability of definite-lived intangible assets and property and equipment; the recoverability of goodwill and indefinite-lived intangible assets; the fair value of equity securities without readily determinable fair values; contingencies; unrecognized tax benefits; the valuation allowance for deferred income tax assets; and the fair value of and forfeiture rates for stock-based awards, among others. The Company bases its estimates and judgments on historical experience, its forecasts and budgets, and other factors that the Company considers relevant. Accounting for Investments and Equity Securities Investments in equity securities, other than those of our consolidated subsidiaries, are accounted for at fair value or under the measurement alternative of the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Update (“ASU”) No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities , with any changes to fair value recognized within other income (expense), net each reporting period. Under the measurement alternative, equity investments without readily determinable fair values are carried at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for identical or a similar investment of the same issuer; value is generally determined based on a market approach as of the transaction date. A security will be considered identical or similar if it has identical or similar rights to the equity securities held by the Company. The Company reviews its equity securities without readily determinable fair values for impairment each reporting period when there are qualitative factors or events that indicate possible impairment. Factors we consider in making this determination include negative changes in industry and market conditions, financial performance, business prospects, and other relevant events and factors. When indicators of impairment exist, the Company prepares quantitative assessments of the fair value of our investments in equity securities, which require judgment and the use of estimates. When our assessment indicates that the fair value of the investment is below the carrying value, the Company writes down the security to its fair value and records the corresponding charge within other income (expense), net. Revenue Recognition Revenue is recognized when control of the promised services are transferred to our customers, and in the amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Deferred Revenue Deferred revenue consists of advance payments that are received or are contractually due in advance of the Company's performance. The Company’s deferred revenue is reported on a contract by contract basis at the end of each reporting period. The Company classifies deferred revenue as current when the term of the applicable subscription period or expected completion of our performance obligation is one year or less. The current deferred revenue balance as of December 31, 2021 was $262.1 million. During the six months ended June 30, 2022, the Company recognized $249.7 million of revenue that was included in the deferred revenue balance as of December 31, 2021. The current deferred revenue balance at June 30, 2022 is $259.1 million. At June 30, 2022 and December 31, 2021, there was no non-current portion of deferred revenue. Practical Expedients and Exemptions As permitted under the practical expedient available under ASU No. 2014-09, Revenue from Contracts with Customers, the Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, (ii) contracts with variable consideration that is allocated entirely to unsatisfied performance obligations or to a wholly unsatisfied promise accounted for under the series guidance, and (iii) contracts for which the Company recognizes revenue at the amount which we have the right to invoice for services performed. Disaggregation of Revenue The following table presents disaggregated revenue: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 (In thousands) Direct Revenue: Americas $ 408,730 $ 374,388 $ 808,708 $ 718,650 Europe 208,471 196,542 423,799 385,601 APAC and Other 162,952 123,392 331,479 245,252 Total Direct Revenue 780,153 694,322 1,563,986 1,349,503 Indirect Revenue (principally advertising revenue) 14,360 13,438 29,158 25,869 Total Revenue $ 794,513 $ 707,760 $ 1,593,144 $ 1,375,372 Recent Accounting Pronouncements Accounting pronouncements not yet adopted by the Company In October 2021, the FASB issued ASU No. 2021-08, which requires entities to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Accounting Standards Codification Topic 606, Revenue from Contracts with Customers . The update will generally result in an entity recognizing contract assets and contract liabilities as if the acquirer had originated the contracts, which, for the most part, results in no change to the value of deferred revenue when measured in purchase accounting. The new standard is effective on a prospective basis for fiscal years beginning after December 15, 2022, with early adoption permitted. The adoption of the new standard is not expected to have a material impact on our operating results, financial position, or cash flows. Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 2—INCOME TAXES At the end of each interim period, the Company estimates the annual effective income tax rate and applies that rate to its ordinary year-to-date earnings or loss. The income tax provision or benefit related to significant, unusual, or extraordinary items, if applicable, that will be separately reported or reported net of their related tax effects, is individually computed and recognized in the interim period in which it occurs. In addition, the effect of changes in enacted tax laws or rates, tax status, judgment on the realizability of beginning-of-the-year deferred tax assets in future years or unrecognized tax benefits is recognized in the interim period in which the change occurs. The computation of the estimated annual effective income tax rate at each interim period requires certain estimates and assumptions including, but not limited to, the expected pre-tax income (or loss) for the year, projections of the proportion of income (and/or loss) earned and taxed in foreign jurisdictions, permanent and temporary differences, and the likelihood of the realization of deferred tax assets generated in the current year. The accounting estimates used to compute the provision or benefit for income taxes may change as new events occur, more experience is acquired, additional information is obtained or our tax environment changes. To the extent that the estimated annual effective income tax rate changes during a quarter, the effect of the change on prior quarters is included in the income tax provision in the quarter in which the change occurs. For the three months ended June 30, 2022 and 2021, the Company recorded an income tax benefit of $8.0 million and a tax provision of $37.3 million, respectively. The effective tax rates in both three-month periods benefited from excess tax benefits generated by the exercise and vesting of stock-based awards, offset by the tax impact of certain nondeductible stock-based awards. For the six months ended June 30, 2022 and 2021, the Company recorded an income tax benefit of $14.9 million and a tax provision of $19.6 million, respectively. The effective tax rates in both six-month periods benefited from excess tax benefits generated by the exercise and vesting of stock-based awards. Match Group is routinely under audit by federal, state, local, and foreign authorities in the area of income tax. These audits include a review of the timing and amount of income and deductions, and the allocation of such income and deductions among various tax jurisdictions. The Internal Revenue Service (“IRS”) has substantially completed its audit of the Company’s federal income tax returns for the years ended December 31, 2013 through 2017 and is currently auditing the years ended December 31, 2018 and 2019. The statute of limitations for the years 2013 to 2019 has been extended to December 31, 2023. We are no longer subject to U.S. federal income tax examinations for years prior to 2013. Returns filed in various other jurisdictions are open to examination for tax years beginning with 2014. Although we believe that we have adequately reserved for our uncertain tax positions, the final tax outcome of these matters may vary significantly from our estimates. At June 30, 2022 and December 31, 2021, unrecognized tax benefits, including interest and penalties, were $52.5 million and $51.8 million, respectively. If unrecognized tax benefits at June 30, 2022 are subsequently recognized, income tax expense would be reduced by $46.5 million, net of related deferred tax assets and interest. The comparable amount as of December 31, 2021 was $46.0 million. The Company believes that it is reasonably possible that its unrecognized tax benefits could decrease by $1.0 million by June 30, 2023 due to settlements and expirations of statutes of limitations, all of which would reduce the income tax provision. The Company recognizes interest and, if applicable, penalties related to unrecognized tax benefits in the income tax provision. Accruals of interest and penalties for the three months ended June 30, 2022 and 2021 |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 6 Months Ended |
Jun. 30, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | NOTE 3—DISCONTINUED OPERATIONS Pursuant to the terms of the transaction agreement dated as of December 19, 2019 (as amended, the “Transaction Agreement”), on June 30, 2020, the companies formerly known as Match Group, Inc. (referred to as “Former Match Group”) and IAC/InterActiveCorp (referred to as “Former IAC”) completed the separation of the Company from IAC through a series of transactions that resulted in two, separate public companies—(1) Match Group, which consists of the businesses of Former Match Group and certain financing subsidiaries previously owned by Former IAC, and (2) IAC, formerly known as IAC Holdings, Inc., consisting of Former IAC’s businesses other than Match Group (the “Separation”). Accordingly, the businesses of Former IAC other than Match Group are presented as discontinued operations. Earnings from discontinued operations for the three and six months ended June 30, 2021 consist of an income tax benefit of $0.5 million. |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
FINANCIAL INSTRUMENTS | NOTE 4—FINANCIAL INSTRUMENTS Equity securities without readily determinable fair values At both June 30, 2022 and December 31, 2021, the carrying value of the Company’s investments in equity securities without readily determinable fair values totaled $14.2 million, and is included in “Other non-current assets” in the accompanying consolidated balance sheet. The cumulative downward adjustments (including impairments) to the carrying value of equity securities without readily determinable fair values through June 30, 2022 were $2.1 million. For both the six months ended June 30, 2022 and 2021, there were no adjustments to the carrying value of equity securities without readily determinable fair values. For all equity securities without readily determinable fair values as of June 30, 2022 and December 31, 2021, the Company has elected the measurement alternative. For the three and six months ended June 30, 2022 and 2021, under the measurement alternative election, the Company did not identify any fair value adjustments using observable price changes in orderly transactions for an identical or similar investment of the same issuer. Fair Value Measurements The Company categorizes its financial instruments measured at fair value into a fair value hierarchy that prioritizes the inputs used in pricing the asset or liability. The three levels of the fair value hierarchy are: • Level 1: Observable inputs obtained from independent sources, such as quoted market prices for identical assets and liabilities in active markets. • Level 2: Other inputs, which are observable directly or indirectly, such as quoted market prices for similar assets or liabilities in active markets, quoted market prices for identical or similar assets or liabilities in markets that are not active, and inputs that are derived principally from or corroborated by observable market data. The fair values of the Company’s Level 2 financial assets are primarily obtained from observable market prices for identical underlying securities that may not be actively traded. Certain of these securities may have different market prices from multiple market data sources, in which case an average market price is used. • Level 3: Unobservable inputs for which there is little or no market data and require the Company to develop its own assumptions, based on the best information available in the circumstances, about the assumptions market participants would use in pricing the assets or liabilities. The following tables present the Company’s financial instruments that are measured at fair value on a recurring basis: June 30, 2022 Quoted Market Significant Other Observable Inputs Total (In thousands) Assets: Cash equivalents: Money market funds $ 1,355 $ — $ 1,355 Time deposits — 126,496 126,496 Short-term investments: Time deposits — 9,240 9,240 Total $ 1,355 $ 135,736 $ 137,091 December 31, 2021 Quoted Market Significant Other Observable Inputs Total (In thousands) Assets: Cash equivalents: Money market funds $ 260,582 $ — $ 260,582 Time deposits — 36,831 36,831 Short-term investments: Time Deposits — 11,818 11,818 Total $ 260,582 $ 48,649 $ 309,231 Assets measured at fair value on a nonrecurring basis The Company’s non-financial assets, such as goodwill, intangible assets, property and equipment, and right-of-use assets, are adjusted to fair value only when an impairment charge is recognized. The Company’s financial assets, comprised of equity securities without readily determinable fair values, are adjusted to fair value when observable price changes are identified or an impairment charge is recognized. Such fair value measurements are based predominantly on Level 3 inputs. During the second quarter of 2022, the Company recorded an impairment charge of $217.4 million, which is included within impairment and amortization of intangibles, on trade names and technology intangible assets associated with the Hyperconnect acquisition. The Company used avoided royalty discounted cash flow (“DCF”) valuations for the various intangibles to determine the current fair value of these intangible assets at June 30, 2022. Our expectations of future revenues and cash flows of Hyperconnect have declined since the time of the acquisition, including impacts of unfavorable foreign currency exchange rate changes in certain of Hyperconnect’s key markets. Additionally, the discount rates used in the valuations have increased since the time of the Hyperconnect acquisition, further negatively impacting the fair value of these intangible assets. Financial instruments measured at fair value only for disclosure purposes The following table presents the carrying value and the fair value of financial instruments measured at fair value only for disclosure purposes. June 30, 2022 December 31, 2021 Carrying Value Fair Value Carrying Value Fair Value (In thousands) Current maturities of long-term debt (a) (b) (c) $ (45,110) $ (92,998) $ (84,333) $ (254,472) Long-term debt, net (b) (c) $ (3,832,534) $ (3,642,506) $ (3,829,421) $ (4,772,140) ______________________ (a) At June 30, 2022 and December 31, 2021, the carrying value excludes $13.7 million and $15.6 million, respectively, of aggregate principal amount of the exchanged 2022 Exchangeable Notes (described in “Note 5—Long-term Debt, net”) as those amounts are carried at fair value. (b) At June 30, 2022 and December 31, 2021, the carrying value of current maturities of long-term debt, net includes unamortized debt issuance costs of $0.1 million and $0.6 million, respectively. At June 30, 2022 and December 31, 2021, the carrying value of long-term debt, net includes unamortized original issue discount and debt issuance costs of $42.5 million and $45.6 million, respectively. (c) At June 30, 2022, the fair value of the 2022 Exchangeable Notes, 2026 Exchangeable Notes, and 2030 Exchangeable Notes (described in “Note 5—Long-term Debt, net”) is $93.0 million, $603.6 million, and $626.5 million, respectively. At December 31, 2021, the fair value of the 2022 Exchangeable Notes, 2026 Exchangeable Notes, and 2030 Exchangeable Notes is $302.2 million, $932.6 million, and $1,017.7 million, respectively. At June 30, 2022 and December 31, 2021, the fair value of long-term debt, net, is estimated using observable market prices or indices for similar liabilities, which are Level 2 inputs. |
LONG-TERM DEBT, NET
LONG-TERM DEBT, NET | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT, NET | NOTE 5—LONG-TERM DEBT, NET Long-term debt consists of: June 30, 2022 December 31, 2021 (In thousands) Credit Facility due February 13, 2025 $ — $ — Term Loan due February 13, 2027 425,000 425,000 5.00% Senior Notes due December 15, 2027 (the “5.00% Senior Notes”); interest payable each June 15 and December 15 450,000 450,000 4.625% Senior Notes due June 1, 2028 (the “4.625% Senior Notes”); interest payable each June 1 and December 1 500,000 500,000 5.625% Senior Notes due February 15, 2029 (the “5.625% Senior Notes”); interest payable each February 15 and August 15 350,000 350,000 4.125% Senior Notes due August 1, 2030 (the “4.125% Senior Notes”); interest payable each February 1 and August 1 500,000 500,000 3.625% Senior Notes due October 1, 2031 (the “3.625% Senior Notes”); interest payable each April 1 and October 1 commencing on April 1, 2022 500,000 500,000 0.875% Exchangeable Senior Notes due October 1, 2022 (the “2022 Exchangeable Notes”); interest payable each April 1 and October 1 58,896 100,500 0.875% Exchangeable Senior Notes due June 15, 2026 (the “2026 Exchangeable Notes”); interest payable each June 15 and December 15 575,000 575,000 2.00% Exchangeable Senior Notes due January 15, 2030 (the “2030 Exchangeable Notes”); interest payable each January 15 and July 15 575,000 575,000 Total debt 3,933,896 3,975,500 Less: Current maturities of long-term debt 58,896 100,500 Less: Unamortized original issue discount 4,796 5,215 Less: Unamortized debt issuance costs 37,670 40,364 Total long-term debt, net $ 3,832,534 $ 3,829,421 Credit Facility and Term Loan Our wholly-owned subsidiary, Match Group Holdings II, LLC (“MG Holdings II”), is the borrower under a credit agreement (as amended, the “Credit Agreement”) that provides for the Credit Facility and the Term Loan. The Credit Agreement provides for a benchmark replacement should the LIBOR rate not be available in the future. The rate used would be agreed to between the administrative agent and the Company and may be based upon a secured overnight financing rate at the Federal Reserve Bank of New York. Additional information about the benchmark replacement can be found in Amendment No. 6 to the Credit Agreement. The Credit Facility has a borrowing capacity of $750 million and matures on February 13, 2025. At both June 30, 2022 and December 31, 2021, there were no outstanding borrowings, $0.4 million in outstanding letters of credit, and $749.6 million of availability under the Credit Facility. The annual commitment fee on undrawn funds, which is based on MG Holdings II’s consolidated net leverage ratio, was 25 basis points as of June 30, 2022. Borrowings under the Credit Facility bear interest, at MG Holdings II’s option, at a base rate or LIBOR, in each case plus an applicable margin, based on MG Holdings II’s consolidated net leverage ratio. If MG Holdings II borrows under the Credit Facility, it will be required to maintain a consolidated net leverage ratio of not more than 5.0 to 1.0. At both June 30, 2022 and December 31, 2021, the outstanding balance on the Term Loan was $425 million. The Term Loan bears interest at LIBOR plus 1.75%, which was 3.19% and 1.91% at June 30, 2022 and December 31, 2021, respectively. The Term Loan matures on February 13, 2027. Interest payments are due at least quarterly through the term of the loan. The Term Loan provides for annual principal payments as part of an excess cash flow sweep provision, the amount of which, if any, is governed by the secured net leverage ratio as set forth in the Credit Agreement. The Credit Agreement includes covenants that would limit the ability of MG Holdings II to pay dividends, make distributions, or repurchase MG Holdings II’s stock in the event MG Holdings II’s secured net leverage ratio exceeds 2.0 to 1.0, while the Term Loan remains outstanding and, thereafter, if MG Holdings II’s consolidated net leverage ratio exceeds 4.0 to 1.0, or if an event of default has occurred. The Credit Agreement includes additional covenants that limit the ability of MG Holdings II and its subsidiaries to, among other things, incur indebtedness, pay dividends or make distributions. Obligations under the Credit Facility and Term Loan are unconditionally guaranteed by certain MG Holdings II wholly-owned domestic subsidiaries and are also secured by the stock of certain MG Holdings II domestic and foreign subsidiaries. The Term Loan and outstanding borrowings, if any, under the Credit Facility, rank equally with each other, and have priority over the Senior Notes to the extent of the value of the assets securing the borrowings under the Credit Agreement. Senior Notes The 5.00% Senior Notes were issued on December 4, 2017. At any time prior to December 15, 2022, these notes may be redeemed at a redemption price equal to the sum of the principal amount, plus accrued and unpaid interest and a make-whole premium set forth in the indenture governing the notes. Thereafter, these notes may be redeemed at redemption prices set forth in the indenture governing the notes, together with accrued and unpaid interest to the applicable redemption date. The 4.625% Senior Notes were issued on May 19, 2020. At any time prior to June 1, 2023, these notes may be redeemed at a redemption price equal to the sum of the principal amount, plus accrued and unpaid interest and a make-whole premium set forth in the indenture governing the notes. Thereafter, these notes may be redeemed at redemption prices set forth in the indenture governing the notes, together with accrued and unpaid interest to the applicable redemption date. The 5.625% Senior Notes were issued on February 15, 2019. At any time prior to February 15, 2024, these notes may be redeemed at a redemption price equal to the sum of the principal amount, plus accrued and unpaid interest and a make-whole premium set forth in the indenture governing the notes. Thereafter, these notes may be redeemed at redemption prices set forth in the indenture governing the notes, together with accrued and unpaid interest to the applicable redemption date. The 4.125% Senior Notes were issued on February 11, 2020. At any time prior to May 1, 2025, these notes may be redeemed at a redemption price equal to the sum of the principal amount, plus accrued and unpaid interest and a make-whole premium set forth in the indenture governing the notes. Thereafter, these notes may be redeemed at redemption prices set forth in the indenture governing the notes, together with accrued and unpaid interest to the applicable redemption date. The 3.625% Senior Notes were issued on October 4, 2021. At any time prior to October 1, 2026, these notes may be redeemed at a redemption price equal to the sum of the principal amount, plus accrued and unpaid interest and a make-whole premium set forth in the indenture governing the notes. Thereafter, these notes may be redeemed at redemption prices set forth in the indenture governing the notes, together with accrued and unpaid interest to the applicable redemption date. The indenture governing the 5.00% Senior Notes contains covenants that would limit MG Holdings II’s ability to pay dividends or to make distributions and repurchase or redeem MG Holdings II’s stock in the event a default has occurred or MG Holdings II’s consolidated leverage ratio (as defined in the indenture) exceeds 5.0 to 1.0. No such limitations were in effect at June 30, 2022. There are additional covenants in the 5.00% Senior Notes indenture that limit the ability of MG Holdings II and its subsidiaries to, among other things, (i) incur indebtedness, make investments, or sell assets in the event MG Holdings II is not in compliance with specified financial ratios, and (ii) incur liens, enter into agreements restricting their ability to pay dividends, enter into transactions with affiliates, or consolidate, merge or sell substantially all of their assets. The indentures governing the 3.625%, 4.125%, 4.625%, and 5.625% Senior Notes are less restrictive than the indenture governing the 5.00% Senior Notes and generally only limit MG Holdings II’s and its subsidiaries’ ability to, among other things, create liens on assets, or consolidate, merge, sell or otherwise dispose of all or substantially all of their assets. The Senior Notes all rank equally in right of payment. Exchangeable Notes During 2017, Match Group FinanceCo, Inc., a direct, wholly-owned subsidiary of the Company, issued $517.5 million aggregate principal amount of its 2022 Exchangeable Notes. During 2019, Match Group FinanceCo 2, Inc. and Match Group FinanceCo 3, Inc., direct, wholly-owned subsidiaries of the Company, issued $575.0 million aggregate principal amount of its 2026 Exchangeable Notes, and $575.0 million aggregate principal amount of its 2030 Exchangeable Notes, respectively. The 2022, 2026, and 2030 Exchangeable Notes (collectively the “Exchangeable Notes”) are guaranteed by the Company but are not guaranteed by MG Holdings II or any of its subsidiaries. The following table presents details of the exchangeable features: Number of shares of the Company’s Common Stock into which each $1,000 of Principal of the Exchangeable Notes is Exchangeable (a) Approximate Equivalent Exchange Price per Share (a) Exchangeable Date 2022 Exchangeable Notes 22.7331 $ 43.99 July 1, 2022 2026 Exchangeable Notes 11.4259 $ 87.52 March 15, 2026 2030 Exchangeable Notes 11.8739 $ 84.22 October 15, 2029 ______________________ (a) Subject to adjustment upon the occurrence of specified events. As more specifically set forth in the applicable indentures, the Exchangeable Notes are exchangeable under the following circumstances: (1) during any calendar quarter (and only during such calendar quarter), if the last reported sale price of the Company's common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the exchange price on each applicable trading day; (2) during the five five (3) if the issuer calls the notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events as further described in the indentures governing the respective Exchangeable Notes. On or after the respective exchangeable dates noted in the table above, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may exchange all or any portion of their Exchangeable Notes regardless of the foregoing conditions. Upon exchange, the issuer, in its sole discretion, has the option to settle the Exchangeable Notes with cash, shares of the Company’s common stock, or a combination of cash and shares of the Company's common stock. Any shares issued in further settlement of the notes would be offset by shares received upon exercise of the Exchangeable Note Hedges (described below). The Company’s 2022 Exchangeable Notes were exchangeable as of June 30, 2022. A total of $40.6 million of the 2022 Exchangeable Notes were presented for exchange during the six months ended June 30, 2022 of which $14.6 million aggregate principal amount was not yet settled as of June 30, 2022. No other Exchangeable Notes were presented for exchange during the six months ended June 30, 2022. During the six months ended June 30, 2022, $41.6 million aggregate principal amount of the 2022 Exchangeable Notes were settled related to notes presented for exchange in the current period or prior periods. The following table presents the if-converted value that exceeded the principal of each Exchangeable Note outstanding as of June 30, 2022 and December 31, 2021 based on the Company’s stock price on June 30, 2022 and December 31, 2021, respectively. June 30, 2022 December 31, 2021 (In millions) 2022 Exchangeable Notes $ 25.9 $ 170.4 2026 Exchangeable Notes $ — $ 293.9 2030 Exchangeable Notes $ — $ 327.9 Additionally, all or any portion of the 2026 Exchangeable Notes and 2030 Exchangeable Notes may be redeemed for cash, at the respective issuer’s option, on or after June 20, 2023 and July 20, 2026, respectively, if the last reported sale price of the Company’s common stock has been at least 130% of the exchange price then in effect for at least 20 trading days (whether or not consecutive), including at least one of the five trading days immediately preceding the date on which the notice of redemption is provided, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the applicable issuer provides notice of redemption, at a redemption price equal to 100% of the principal amount to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. The following table sets forth the components of the outstanding Exchangeable Notes as of June 30, 2022 and December 31, 2021: June 30, 2022 December 31, 2021 2022 Exchangeable Notes 2026 Exchangeable Notes 2030 Exchangeable Notes 2022 Exchangeable Notes 2026 Exchangeable Notes 2030 Exchangeable Notes (In thousands) Principal $ 58,896 $ 575,000 $ 575,000 $ 100,500 $ 575,000 $ 575,000 Less: Unamortized debt issuance costs 114 6,353 8,145 573 7,130 8,638 Net carrying value included in current maturities of long-term debt, net $ 58,782 $ — $ — $ 99,927 $ — $ — Net carrying value included in long-term debt, net $ — $ 568,647 $ 566,855 $ — $ 567,870 $ 566,362 The following table sets forth interest expense recognized related to the Exchangeable Notes: Three Months Ended June 30, 2022 Three Months Ended June 30, 2021 2022 Exchangeable Notes 2026 Exchangeable Notes 2030 Exchangeable Notes 2022 Exchangeable Notes 2026 Exchangeable Notes 2030 Exchangeable Notes (In thousands) Contractual interest expense $ 167 $ 1,258 $ 2,875 $ 1,132 $ 1,258 $ 2,875 Amortization of debt issuance costs 149 391 248 920 387 243 Total interest expense recognized $ 316 $ 1,649 $ 3,123 $ 2,052 $ 1,645 $ 3,118 Six Months Ended June 30, 2022 Six Months Ended June 30, 2021 2022 Exchangeable Notes 2026 Exchangeable Notes 2030 Exchangeable Notes 2022 Exchangeable Notes 2026 Exchangeable Notes 2030 Exchangeable Notes (In thousands) Contractual interest expense $ 353 $ 2,516 $ 5,750 $ 2,264 $ 2,516 $ 5,750 Amortization of debt issuance costs 299 777 493 1,827 788 500 Total interest expense recognized $ 652 $ 3,293 $ 6,243 $ 4,091 $ 3,304 $ 6,250 The effective interest rates for the 2022, 2026, and 2030 Exchangeable Notes are 1.6%, 1.2%, and 2.2%, respectively. Exchangeable Notes Hedges and Warrants In connection with the Exchangeable Notes offerings, the Company purchased call options allowing the Company to purchase initially (subject to adjustment upon the occurrence of specified events) the same number of shares that would be issuable upon the exchange of the applicable Exchangeable Notes at the prices per share set forth below (the “Exchangeable Notes Hedge”), and sold warrants allowing the counterparty to purchase (subject to adjustment upon the occurrence of specified events) shares at the per share prices set forth below (the “Exchangeable Notes Warrants”). The Exchangeable Notes Hedges are expected to reduce the potential dilutive effect on the Company’s common stock upon any exchange of Exchangeable Notes and/or offset any cash payment Match Group FinanceCo, Inc., Match Group FinanceCo 2, Inc. or Match Group FinanceCo 3, Inc. is required to make in excess of the principal amount of the exchanged notes. The Exchangeable Notes Warrants have a dilutive effect on the Company’s common stock to the extent that the market price per share of the Company common stock exceeds their respective strike prices. During the six months ended June 30, 2022, in connection with the 2022 Exchangeable Notes presented for exchange, we exercised 0.9 million underlying shares of the related 2022 Exchangeable Notes Hedges, which were valued based on the volume weighted average price of Match Group common stock over a 40-day measurement period. During the six months ended June 30, 2022, the Company received $52.6 million in cash related to these hedge settlements. During the quarter ended June 30, 2022, we paid $7.5 million to settle 0.4 million underlying shares of the 2022 Exchangeable Notes Warrants. The following tables present details of the Exchangeable Notes Hedges and Warrants outstanding at June 30, 2022: Number of Shares (a) Approximate Equivalent Exchange Price per Share (a) (Shares in millions) 2022 Exchangeable Notes Hedge 1.0 $ 43.99 2026 Exchangeable Notes Hedge 6.6 $ 87.52 2030 Exchangeable Notes Hedge 6.8 $ 84.22 Number of Shares (a) Weighted Average Strike Price per Share (a) (Shares in millions) 2022 Exchangeable Notes Warrants 1.9 $ 68.22 2026 Exchangeable Notes Warrants 6.6 $ 134.76 2030 Exchangeable Notes Warrants 6.8 $ 134.82 ______________________ (a) Subject to adjustment upon the occurrence of specified events. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | NOTE 6—ACCUMULATED OTHER COMPREHENSIVE LOSS The following table presents the components of accumulated other comprehensive loss. For the three and six months ended June 30, 2022 and 2021, the Company’s accumulated other comprehensive loss relates to foreign currency translation adjustments. Three Months Ended June 30, 2022 2021 (In thousands) Balance at April 1 $ (269,217) $ (102,030) Other comprehensive loss (138,620) (2,059) Balance at June 30 $ (407,837) $ (104,089) Six Months Ended June 30, 2022 2021 (In thousands) Balance at January 1 $ (223,754) $ (81,454) Other comprehensive loss (184,083) (22,635) Balance at June 30 $ (407,837) $ (104,089) At both June 30, 2022 and 2021, there was no tax benefit or provision on the accumulated other comprehensive loss. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | NOTE 7—EARNINGS PER SHARE The following table sets forth the computation of the basic and diluted earnings per share attributable to Match Group shareholders: Three Months Ended June 30, 2022 2021 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator Net (loss) earnings from continuing operations $ (32,365) $ (32,365) $ 140,020 $ 140,020 Net loss attributable to noncontrolling interests 507 507 366 366 Impact from subsidiaries’ dilutive securities of continuing operations — — — (388) Interest on dilutive Exchangeable Notes, net of income tax (a) — — — 4,075 Net (loss) earnings from continuing operations attributable to Match Group, Inc. shareholders $ (31,858) $ (31,858) $ 140,386 $ 144,073 Earnings from discontinued operations, net of tax $ — $ — $ 509 $ 509 Net earnings from discontinued operations attributable to shareholders — — 509 509 Net (loss) earnings attributable to Match Group, Inc. shareholders $ (31,858) $ (31,858) $ 140,895 $ 144,582 Denominator Weighted average basic shares outstanding 285,126 285,126 271,254 271,254 Dilutive securities (b)(c) — — — 14,671 Dilutive shares from Exchangeable Notes, if-converted (a) — — — 25,162 Denominator for (loss) earnings per share—weighted average shares (b)(c) 285,126 285,126 271,254 311,087 (Loss) earnings per share: (Loss) earnings per share from continuing operations $ (0.11) $ (0.11) $ 0.52 $ 0.46 Earnings per share from discontinued operations, net of tax $ — $ — $ 0.00 $ 0.00 (Loss) earnings per share attributable to Match Group, Inc. shareholders $ (0.11) $ (0.11) $ 0.52 $ 0.46 Six Months Ended June 30, 2022 2021 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator Net earnings from continuing operations $ 148,242 $ 148,242 $ 313,868 $ 313,868 Net loss attributable to noncontrolling interests 433 433 768 768 Impact from subsidiaries’ dilutive securities of continuing operations — (153) — (428) Interest on dilutive Exchangeable Notes, net of income tax (a) — 2,218 — 8,150 Net earnings from continuing operations attributable to Match Group, Inc. shareholders $ 148,675 $ 150,740 $ 314,636 $ 322,358 Earnings from discontinued operations, net of tax $ — $ — $ 509 $ 509 Net earnings from discontinued operations attributable to shareholders — — 509 509 Net earnings attributable to Match Group, Inc. shareholders $ 148,675 $ 150,740 $ 315,145 $ 322,867 Denominator Weighted average basic shares outstanding 284,794 284,794 269,959 269,959 Dilutive securities (b)(c) — 5,949 — 15,735 Dilutive shares from Exchangeable Notes, if-converted (a) — 7,955 — 25,162 Denominator for earnings per share—weighted average shares (b)(c) 284,794 298,698 269,959 310,856 Earnings per share: Earnings per share from continuing operations $ 0.52 $ 0.50 $ 1.17 $ 1.04 Earnings per share from discontinued operations, net of tax $ — $ — $ 0.00 $ 0.00 Earnings per share attributable to Match Group, Inc. shareholders $ 0.52 $ 0.50 $ 1.17 $ 1.04 ______________________ (a) The Company uses the if-converted method for calculating the dilutive impact of the outstanding Exchangeable Notes. For the three months ended June 30, 2022, the 2022, 2026, and 2030 Exchangeable Notes were not more dilutive under the if-converted method and therefore the weighted average 0.9 million, 6.6 million, and 6.8 million shares, respectively, related to the 2022, 2026, and 2030 Exchangeable Notes are excluded from dilutive securities. For the six months ended June 30, 2022, the Company adjusted net earnings from continuing operations attributable to Match Group, Inc. shareholders for the cash interest expense, net of income taxes, incurred on the 2022 and 2026 Exchangeable Notes and dilutive shares were included for the same set of notes at the Match Group exchange rates. For the six months ended June 30, 2022, the 2030 Exchangeable Notes were not more dilutive under the if-converted method and therefore the weighted average 6.8 million shares related to the 2030 Exchangeable Notes are excluded from dilutive securities. For the three and six months ended June 30, 2021, the Company adjusted net earnings from continuing operations attributable to Match Group, Inc. shareholders for the cash interest expense, net of income taxes, incurred on the 2022, 2026, and 2030 Exchangeable Notes and dilutive shares were included for the same set of notes. (b) If the effect is dilutive, weighted average common shares outstanding include the incremental shares that would be issued upon the assumed exercise of stock options, warrants, and subsidiary denominated equity and vesting of restricted stock units. For the three and six months ended June 30, 2022, 8.0 million and 2.6 million potentially dilutive securities, respectively, and for both the three and six months ended June 30, 2021, 0.7 million potentially dilutive securities, are excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. (c) Market-based awards and performance-based restriced stock units (“PSUs”) are considered contingently issuable shares. Shares issuable upon exercise or vesting of market-based awards and PSUs are included in the denominator for earnings per share if (i) the applicable market or performance condition(s) has been met and (ii) the inclusion of the market-based awards and PSUs is dilutive for the respective reporting periods. For both the three and six months ended June 30, 2022, 1.5 million shares underlying market-based awards and PSUs, and for both the three and six months ended June 30, 2021, 1.0 million shares, underlying market-based awards and PSUs, were excluded from the calculation of diluted earnings per share because the market or performance conditions had not been met. |
CONSOLIDATED FINANCIAL STATEMEN
CONSOLIDATED FINANCIAL STATEMENT DETAILS | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
CONSOLIDATED FINANCIAL STATEMENT DETAILS | NOTE 8—CONSOLIDATED FINANCIAL STATEMENT DETAILS Cash, Cash Equivalents, and Restricted Cash The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheet to the total amounts shown in the consolidated statement of cash flows: June 30, 2022 December 31, 2021 June 30, 2021 December 31, 2020 (In thousands) Cash and cash equivalents $ 463,686 $ 815,384 $ 236,460 $ 739,164 Restricted cash included in other current assets 118 128 134 138 Total cash, cash equivalents, and restricted cash as shown on the consolidated statement of cash flows $ 463,804 $ 815,512 $ 236,594 $ 739,302 |
CONTINGENCIES
CONTINGENCIES | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES | NOTE 9—CONTINGENCIES In the ordinary course of business, the Company is a party to various lawsuits. The Company establishes reserves for specific legal matters when it determines that the likelihood of an unfavorable outcome is probable and the loss is reasonably estimable. Management has also identified certain other legal matters where we believe an unfavorable outcome is not probable and, therefore, no reserve is established. Although management currently believes that resolving claims against us, including claims where an unfavorable outcome is reasonably possible, will not have a material impact on the liquidity, results of operations, or financial condition of the Company, these matters are subject to inherent uncertainties and management’s view of these matters may change in the future. The Company also evaluates other contingent matters, including income and non-income tax contingencies, to assess the likelihood of an unfavorable outcome and estimated extent of potential loss. It is possible that an unfavorable outcome of one or more of these lawsuits or other contingencies could have a material impact on the liquidity, results of operations, or financial condition of the Company. See “Note 2—Income Taxes” for additional information related to income tax contingencies. Pursuant to the Transaction Agreement, we have agreed to indemnify IAC for matters relating to any business of Former Match Group, including indemnifying IAC for costs related to the matters described below. The official names of legal proceedings in the descriptions below (shown in italics) reflect the original names of the parties when the proceedings were filed as opposed to the current names of the parties following the separation of Match Group and IAC. Tinder Optionholder Litigation Against Former Match Group and Match Group On August 14, 2018, ten then-current and former employees of Match Group, LLC or Tinder, Inc. (“Tinder”), a former subsidiary of Former Match Group, filed a lawsuit in New York state court against Former Match Group and Match Group. See Sean Rad et al. v. IAC/InterActiveCorp and Match Group, Inc. , No. 654038/2018 (Supreme Court, New York County). The complaint alleged that in 2017, the defendants: (i) wrongfully interfered with a contractually established process for the independent valuation of Tinder by certain investment banks, resulting in a substantial undervaluation of Tinder and a consequent underpayment to the plaintiffs upon exercise of their Tinder stock options, and (ii) then wrongfully merged Tinder into Former Match Group, thereby depriving certain of the plaintiffs of their contractual right to later valuations of Tinder on a stand-alone basis. The complaint asserted claims for breach of contract, breach of the implied covenant of good faith and fair dealing, unjust enrichment, interference with contractual relations (as against Former Match Group only), and interference with prospective economic advantage, and sought compensatory damages in the amount of at least $2 billion, as well as punitive damages. On August 31, 2018, four plaintiffs who were still employed by Former Match Group filed a notice of discontinuance of their claims without prejudice, leaving the six former employees as the remaining plaintiffs. On June 13, 2019, the court issued a decision and order granting defendants’ motion to dismiss the claims for breach of the implied covenant of good faith and fair dealing and for unjust enrichments, as well as the merger-related claim for breach of contract as to two of the remaining six plaintiffs, and otherwise denying defendants’ motion to dismiss. On July 13, 2020, the four former plaintiffs filed arbitration demands with the American Arbitration Association asserting the same valuation claims and on September 3, 2020, the four arbitrations were consolidated. Trial commenced on November 8, 2021. In accordance with the parties’ agreement in December 2021, in June 2022 we paid $441 million to settle all claims in trial and in arbitration. FTC Lawsuit Against Former Match Group On September 25, 2019, the FTC filed a lawsuit in federal district court in Texas against Former Match Group. See FTC v. Match Group, Inc. , No. 3:19:cv-02281-K (Northern District of Texas). The complaint alleges that, prior to mid-2018, for marketing purposes Match.com notified non-paying users that other users were attempting to communicate with them, even though Match.com had identified those subscriber accounts as potentially fraudulent, thereby inducing non-paying users to subscribe and exposing them to the risk of fraud should they subscribe. The complaint also challenges the adequacy of Match.com’s disclosure of the terms of its six-month guarantee, the efficacy of its cancellation process, and its handling of chargeback disputes. The complaint seeks among other things permanent injunctive relief, civil penalties, restitution, disgorgement, and costs of suit. On October 9, 2020, the court granted the Company’s motion to stay the case until the United States Supreme Court issued a decision in the consolidated appeal of Federal Trade Commission v. Credit Bureau Center, LLC and AMG Capital Management, LLC v. FTC. On April 22, 2021, the Supreme Court issued its decision, ruling that the FTC cannot seek equitable monetary relief under Section 13(b) of the FTC Act. On March 24, 2022, the court granted our motion to dismiss with prejudice on Claims I and II of the complaint relating to communication notifications and granted our motion to dismiss with respect to all requests for monetary damages on Claims III and IV relating to the guarantee offer and chargeback policy. The court otherwise denied our motion to dismiss. On July 19, 2022, the FTC filed its first amended complaint adding Match Group, LLC as a defendant. We believe that the FTC’s claims regarding Match.com’s practices, policies, and procedures are without merit and will defend vigorously against them. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 10—RELATED PARTY TRANSACTIONS Relationship with IAC following the Separation On June 30, 2020, the companies formerly known as Match Group, Inc. (referred to as “Former Match Group”) and IAC/InterActiveCorp (referred to as “Former IAC”) completed the separation of the Company from IAC through a series of transactions that resulted in two, separate public companies—(1) Match Group, which consists of the businesses of Former Match Group and certain financing subsidiaries previously owned by Former IAC, and (2) IAC/InterActiveCorp, formerly known as IAC Holdings, Inc. (“IAC”), consisting of Former IAC’s businesses other than Match Group (the “Separation”). The Separation was effected pursuant to the terms of the Transaction Agreement (the “Transaction Agreement”) dated as of December 19, 2019 and amended as of April 28, 2020 and as further amended as of June 22, 2020. In connection with the Separation, the Company entered into certain agreements with IAC to govern the relationship between the Company and IAC following the Separation. These agreements, in certain cases, supersede the agreements entered into between Former Match Group and Former IAC in connection with Former Match Group’s IPO in November 2015 (the “IPO Agreements”) and include: a tax matters agreement; a transition services agreement; and an employee matters agreement. The IPO Agreements that were not superseded were terminated at closing of the Separation. In addition to the agreements entered into at the time of the Separation, Match Group leases office space to IAC in a building owned by the Company in Los Angeles. For the three and six months ended June 30, 2022, the Company received less than $0.1 million from IAC pursuant to the Los Angeles lease. Match Group has a receivable balance of $0.2 million due from IAC at June 30, 2022. Tax Matters Agreement Pursuant to the tax matters agreement, each of Match Group and IAC is responsible for certain tax liabilities and obligations following the transfer by Former IAC (i) to Match Group of certain assets and liabilities of, or related to, the businesses of Former IAC (other than Former Match Group) and (ii) to holders of Former IAC common stock and Former IAC Class B common stock, as a result of the reclassification and mandatory exchange of certain series of Former IAC exchangeable preferred stock (collectively, the “IAC Distribution”). Under the tax matters agreement, IAC generally is responsible for, and has agreed to indemnify Match Group against, any liabilities incurred as a result of the failure of the IAC Distribution to qualify for the intended tax-free treatment unless, subject to certain exceptions, the failure to so qualify is attributable to Match Group's or Former Match Group’s actions or failure to act, Match Group's or Former Match Group’s breach of certain representations or covenants or certain acquisitions of equity securities of Match Group, in each case, described in the tax matters agreement (a "Match Group fault-based action"). If the failure to so qualify is attributable to a Match Group fault-based action, Match Group is responsible for liabilities incurred as a result of such failure and will indemnify IAC against such liabilities so incurred by IAC or its affiliates. Under the tax matters agreement, as of June 30, 2022, Match Group is obligated to remit to IAC $1.3 million of expected state tax refunds relating to tax years prior to the Separation. This obligation is included in “Accrued expenses and other current liabilities” in the accompanying consolidated balance sheet. Additionally, IAC is obligated to indemnify Match Group for IAC’s share of tax liabilities related to various periods prior to the Separation. At June 30, 2022, a receivable of $1.8 million is included in “Other current assets” in the accompanying consolidated balance sheet representing an estimate of the amount that Match Group expects to be indemnified for under this arrangement. At June 30, 2022, Match Group has an indemnification asset of $0.6 million included in “Other non-current assets” in the accompanying consolidated balance sheet for uncertain tax positions that related to Former IAC prior to the Separation. Transition Services Agreement Pursuant to the transition services agreement, IAC can provide certain services to Match Group that Former IAC had historically provided to Former Match Group. Match Group can also provide certain services to IAC that Former Match Group previously provided to Former IAC. The transition services agreement also provides that Match Group and IAC will make efforts to replace, amend, or divide certain joint contracts with third-parties relating to services or products used by both Match Group and IAC. Match Group and IAC also agreed to continue sharing certain services provided pursuant to certain third-party vendor contracts that were not replaced, amended, or divided prior to closing of the Separation. For the three and six months ended June 30, 2022, the Company received $20.0 million and $20.5 million, respectively, from IAC for services provided to IAC under the transition services agreement. Employee Matters Agreement Pursuant to the amended and restated employee matters agreement, Match Group will reimburse IAC for the cost of any IAC equity awards held by the Company’s employees and former employees upon exercise or vesting. For the three and six months ended June 30, 2022, the Company paid IAC less than $0.1 million for the cost of IAC equity awards held by the Company’s employees upon vesting. At June 30, 2022, the Company has accrued $0.6 million as the estimated cost due to IAC for IAC equity awards held by Match Group employees. Other Agreements The Transaction Agreement provides that each of Match Group and IAC has agreed to indemnify, defend and hold harmless the other party from and against any liabilities arising out of: (i) any asset or liability allocated to such party or the other members of such party's group under the Transaction Agreement or the businesses of such party's group after the closing of the Separation; (ii) any breach of, or failure to perform or comply with, any covenant, undertaking or obligation of a member of such party's group contained in the Transaction Agreement that survives the closing of the Separation or is contained in any ancillary agreement; and (iii) any untrue or misleading statement or alleged untrue or misleading statement of a material fact or omission, with respect to information contained in or incorporated into the Form S-4 Registration Statement (the “Form S-4”) filed with the Securities and Exchange Commission (the “SEC”) by IAC and Former IAC in connection with the Separation or the joint proxy statement/prospectus filed by Former IAC and Former Match Group with the SEC pursuant to the Form S-4. |
THE COMPANY AND SUMMARY OF SI_2
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | Match Group, Inc., through its portfolio companies, is a leading provider of digital technologies designed to help people make meaningful connections. Our global portfolio of brands includes Tinder ® , Match ® , Hinge ® , Meetic ® , OkCupid ® , Pairs™, PlentyOfFish ® , OurTime ® , Azar ® , Hakuna Live™, and more, each built to increase our users’ likelihood of connecting with others. Through our trusted brands, we provide tailored services to meet the varying preferences of our users. Our services are available in over 40 languages to our users all over the world. Match Group has one operating segment, Connections, which is managed as a portfolio of brands. |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The Company prepares its consolidated financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”). The consolidated financial statements include the accounts of the Company, all entities that are wholly-owned by the Company and all entities in which the Company has a controlling financial interest. Intercompany transactions and accounts have been eliminated. In management’s opinion, the unaudited interim consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect, in management’s opinion, all adjustments, consisting of normal and recurring adjustments, necessary for the fair presentation of our consolidated financial position, consolidated results of operations and consolidated cash flows for the periods presented. Interim results are not necessarily indicative of the results that may be expected for the full year. The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. |
Accounting Estimates | Accounting Estimates Management of the Company is required to make certain estimates, judgments, and assumptions during the preparation of its consolidated financial statements in accordance with GAAP. These estimates, judgments, and assumptions impact the reported amounts of assets, liabilities, revenue, and expenses and the related disclosure of contingent assets and liabilities. Actual results could differ from these estimates. On an ongoing basis, the Company evaluates its estimates and judgments including those related to: the fair values of cash equivalents, the carrying value of accounts receivable, including the determination of the allowance for credit losses; the determination of revenue reserves; the carrying value of right-of-use assets; the useful lives and recoverability of definite-lived intangible assets and property and equipment; the recoverability of goodwill and indefinite-lived intangible assets; the fair value of equity securities without readily determinable fair values; contingencies; unrecognized tax benefits; the valuation allowance for deferred income tax assets; and the fair value of and forfeiture rates for stock-based awards, among others. The Company bases its estimates and judgments on historical experience, its forecasts and budgets, and other factors that the Company considers relevant. |
Accounting for Investments and Equity Securities | Accounting for Investments and Equity Securities Investments in equity securities, other than those of our consolidated subsidiaries, are accounted for at fair value or under the measurement alternative of the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Update (“ASU”) No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities , with any changes to fair value recognized within other income (expense), net each reporting period. Under the measurement alternative, equity investments without readily determinable fair values are carried at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for identical or a similar investment of the same issuer; value is generally determined based on a market approach as of the transaction date. A security will be considered identical or similar if it has identical or |
Revenue Recognition | Revenue Recognition Revenue is recognized when control of the promised services are transferred to our customers, and in the amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Deferred Revenue Deferred revenue consists of advance payments that are received or are contractually due in advance of the Company's performance. The Company’s deferred revenue is reported on a contract by contract basis at the end of each reporting period. The Company classifies deferred revenue as current when the term of the applicable subscription period or expected completion of our performance obligation is one year or less. The current deferred revenue balance as of December 31, 2021 was $262.1 million. During the six months ended June 30, 2022, the Company recognized $249.7 million of revenue that was included in the deferred revenue balance as of December 31, 2021. The current deferred revenue balance at June 30, 2022 is $259.1 million. At June 30, 2022 and December 31, 2021, there was no non-current portion of deferred revenue. Practical Expedients and Exemptions As permitted under the practical expedient available under ASU No. 2014-09, Revenue from Contracts with Customers, the Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, (ii) contracts with variable consideration that is allocated entirely to unsatisfied performance obligations or to a wholly unsatisfied promise accounted for under the series guidance, and (iii) contracts for which the Company recognizes revenue at the amount which we have the right to invoice for services performed. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting pronouncements not yet adopted by the Company In October 2021, the FASB issued ASU No. 2021-08, which requires entities to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Accounting Standards Codification Topic 606, Revenue from Contracts with Customers . The update will generally result in an |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. |
THE COMPANY AND SUMMARY OF SI_3
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Disaggregation of Revenue | The following table presents disaggregated revenue: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 (In thousands) Direct Revenue: Americas $ 408,730 $ 374,388 $ 808,708 $ 718,650 Europe 208,471 196,542 423,799 385,601 APAC and Other 162,952 123,392 331,479 245,252 Total Direct Revenue 780,153 694,322 1,563,986 1,349,503 Indirect Revenue (principally advertising revenue) 14,360 13,438 29,158 25,869 Total Revenue $ 794,513 $ 707,760 $ 1,593,144 $ 1,375,372 |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following tables present the Company’s financial instruments that are measured at fair value on a recurring basis: June 30, 2022 Quoted Market Significant Other Observable Inputs Total (In thousands) Assets: Cash equivalents: Money market funds $ 1,355 $ — $ 1,355 Time deposits — 126,496 126,496 Short-term investments: Time deposits — 9,240 9,240 Total $ 1,355 $ 135,736 $ 137,091 December 31, 2021 Quoted Market Significant Other Observable Inputs Total (In thousands) Assets: Cash equivalents: Money market funds $ 260,582 $ — $ 260,582 Time deposits — 36,831 36,831 Short-term investments: Time Deposits — 11,818 11,818 Total $ 260,582 $ 48,649 $ 309,231 |
Schedule of Carrying Value and Fair Value of Financial Instruments | The following table presents the carrying value and the fair value of financial instruments measured at fair value only for disclosure purposes. June 30, 2022 December 31, 2021 Carrying Value Fair Value Carrying Value Fair Value (In thousands) Current maturities of long-term debt (a) (b) (c) $ (45,110) $ (92,998) $ (84,333) $ (254,472) Long-term debt, net (b) (c) $ (3,832,534) $ (3,642,506) $ (3,829,421) $ (4,772,140) ______________________ (a) At June 30, 2022 and December 31, 2021, the carrying value excludes $13.7 million and $15.6 million, respectively, of aggregate principal amount of the exchanged 2022 Exchangeable Notes (described in “Note 5—Long-term Debt, net”) as those amounts are carried at fair value. (b) At June 30, 2022 and December 31, 2021, the carrying value of current maturities of long-term debt, net includes unamortized debt issuance costs of $0.1 million and $0.6 million, respectively. At June 30, 2022 and December 31, 2021, the carrying value of long-term debt, net includes unamortized original issue discount and debt issuance costs of $42.5 million and $45.6 million, respectively. |
LONG-TERM DEBT, NET (Tables)
LONG-TERM DEBT, NET (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt consists of: June 30, 2022 December 31, 2021 (In thousands) Credit Facility due February 13, 2025 $ — $ — Term Loan due February 13, 2027 425,000 425,000 5.00% Senior Notes due December 15, 2027 (the “5.00% Senior Notes”); interest payable each June 15 and December 15 450,000 450,000 4.625% Senior Notes due June 1, 2028 (the “4.625% Senior Notes”); interest payable each June 1 and December 1 500,000 500,000 5.625% Senior Notes due February 15, 2029 (the “5.625% Senior Notes”); interest payable each February 15 and August 15 350,000 350,000 4.125% Senior Notes due August 1, 2030 (the “4.125% Senior Notes”); interest payable each February 1 and August 1 500,000 500,000 3.625% Senior Notes due October 1, 2031 (the “3.625% Senior Notes”); interest payable each April 1 and October 1 commencing on April 1, 2022 500,000 500,000 0.875% Exchangeable Senior Notes due October 1, 2022 (the “2022 Exchangeable Notes”); interest payable each April 1 and October 1 58,896 100,500 0.875% Exchangeable Senior Notes due June 15, 2026 (the “2026 Exchangeable Notes”); interest payable each June 15 and December 15 575,000 575,000 2.00% Exchangeable Senior Notes due January 15, 2030 (the “2030 Exchangeable Notes”); interest payable each January 15 and July 15 575,000 575,000 Total debt 3,933,896 3,975,500 Less: Current maturities of long-term debt 58,896 100,500 Less: Unamortized original issue discount 4,796 5,215 Less: Unamortized debt issuance costs 37,670 40,364 Total long-term debt, net $ 3,832,534 $ 3,829,421 The following table presents details of the exchangeable features: Number of shares of the Company’s Common Stock into which each $1,000 of Principal of the Exchangeable Notes is Exchangeable (a) Approximate Equivalent Exchange Price per Share (a) Exchangeable Date 2022 Exchangeable Notes 22.7331 $ 43.99 July 1, 2022 2026 Exchangeable Notes 11.4259 $ 87.52 March 15, 2026 2030 Exchangeable Notes 11.8739 $ 84.22 October 15, 2029 ______________________ (a) Subject to adjustment upon the occurrence of specified events. |
Schedule of If-Converted Value in Excess of Principal | The following table presents the if-converted value that exceeded the principal of each Exchangeable Note outstanding as of June 30, 2022 and December 31, 2021 based on the Company’s stock price on June 30, 2022 and December 31, 2021, respectively. June 30, 2022 December 31, 2021 (In millions) 2022 Exchangeable Notes $ 25.9 $ 170.4 2026 Exchangeable Notes $ — $ 293.9 2030 Exchangeable Notes $ — $ 327.9 |
Schedule of Exchangeable Notes Hedges and Warrants | The following table sets forth the components of the outstanding Exchangeable Notes as of June 30, 2022 and December 31, 2021: June 30, 2022 December 31, 2021 2022 Exchangeable Notes 2026 Exchangeable Notes 2030 Exchangeable Notes 2022 Exchangeable Notes 2026 Exchangeable Notes 2030 Exchangeable Notes (In thousands) Principal $ 58,896 $ 575,000 $ 575,000 $ 100,500 $ 575,000 $ 575,000 Less: Unamortized debt issuance costs 114 6,353 8,145 573 7,130 8,638 Net carrying value included in current maturities of long-term debt, net $ 58,782 $ — $ — $ 99,927 $ — $ — Net carrying value included in long-term debt, net $ — $ 568,647 $ 566,855 $ — $ 567,870 $ 566,362 The following tables present details of the Exchangeable Notes Hedges and Warrants outstanding at June 30, 2022: Number of Shares (a) Approximate Equivalent Exchange Price per Share (a) (Shares in millions) 2022 Exchangeable Notes Hedge 1.0 $ 43.99 2026 Exchangeable Notes Hedge 6.6 $ 87.52 2030 Exchangeable Notes Hedge 6.8 $ 84.22 Number of Shares (a) Weighted Average Strike Price per Share (a) (Shares in millions) 2022 Exchangeable Notes Warrants 1.9 $ 68.22 2026 Exchangeable Notes Warrants 6.6 $ 134.76 2030 Exchangeable Notes Warrants 6.8 $ 134.82 ______________________ (a) Subject to adjustment upon the occurrence of specified events. |
Schedule of Interest Expense, Exchangeable Notes | The following table sets forth interest expense recognized related to the Exchangeable Notes: Three Months Ended June 30, 2022 Three Months Ended June 30, 2021 2022 Exchangeable Notes 2026 Exchangeable Notes 2030 Exchangeable Notes 2022 Exchangeable Notes 2026 Exchangeable Notes 2030 Exchangeable Notes (In thousands) Contractual interest expense $ 167 $ 1,258 $ 2,875 $ 1,132 $ 1,258 $ 2,875 Amortization of debt issuance costs 149 391 248 920 387 243 Total interest expense recognized $ 316 $ 1,649 $ 3,123 $ 2,052 $ 1,645 $ 3,118 Six Months Ended June 30, 2022 Six Months Ended June 30, 2021 2022 Exchangeable Notes 2026 Exchangeable Notes 2030 Exchangeable Notes 2022 Exchangeable Notes 2026 Exchangeable Notes 2030 Exchangeable Notes (In thousands) Contractual interest expense $ 353 $ 2,516 $ 5,750 $ 2,264 $ 2,516 $ 5,750 Amortization of debt issuance costs 299 777 493 1,827 788 500 Total interest expense recognized $ 652 $ 3,293 $ 6,243 $ 4,091 $ 3,304 $ 6,250 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The following table presents the components of accumulated other comprehensive loss. For the three and six months ended June 30, 2022 and 2021, the Company’s accumulated other comprehensive loss relates to foreign currency translation adjustments. Three Months Ended June 30, 2022 2021 (In thousands) Balance at April 1 $ (269,217) $ (102,030) Other comprehensive loss (138,620) (2,059) Balance at June 30 $ (407,837) $ (104,089) Six Months Ended June 30, 2022 2021 (In thousands) Balance at January 1 $ (223,754) $ (81,454) Other comprehensive loss (184,083) (22,635) Balance at June 30 $ (407,837) $ (104,089) |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Earnings per Share | The following table sets forth the computation of the basic and diluted earnings per share attributable to Match Group shareholders: Three Months Ended June 30, 2022 2021 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator Net (loss) earnings from continuing operations $ (32,365) $ (32,365) $ 140,020 $ 140,020 Net loss attributable to noncontrolling interests 507 507 366 366 Impact from subsidiaries’ dilutive securities of continuing operations — — — (388) Interest on dilutive Exchangeable Notes, net of income tax (a) — — — 4,075 Net (loss) earnings from continuing operations attributable to Match Group, Inc. shareholders $ (31,858) $ (31,858) $ 140,386 $ 144,073 Earnings from discontinued operations, net of tax $ — $ — $ 509 $ 509 Net earnings from discontinued operations attributable to shareholders — — 509 509 Net (loss) earnings attributable to Match Group, Inc. shareholders $ (31,858) $ (31,858) $ 140,895 $ 144,582 Denominator Weighted average basic shares outstanding 285,126 285,126 271,254 271,254 Dilutive securities (b)(c) — — — 14,671 Dilutive shares from Exchangeable Notes, if-converted (a) — — — 25,162 Denominator for (loss) earnings per share—weighted average shares (b)(c) 285,126 285,126 271,254 311,087 (Loss) earnings per share: (Loss) earnings per share from continuing operations $ (0.11) $ (0.11) $ 0.52 $ 0.46 Earnings per share from discontinued operations, net of tax $ — $ — $ 0.00 $ 0.00 (Loss) earnings per share attributable to Match Group, Inc. shareholders $ (0.11) $ (0.11) $ 0.52 $ 0.46 Six Months Ended June 30, 2022 2021 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator Net earnings from continuing operations $ 148,242 $ 148,242 $ 313,868 $ 313,868 Net loss attributable to noncontrolling interests 433 433 768 768 Impact from subsidiaries’ dilutive securities of continuing operations — (153) — (428) Interest on dilutive Exchangeable Notes, net of income tax (a) — 2,218 — 8,150 Net earnings from continuing operations attributable to Match Group, Inc. shareholders $ 148,675 $ 150,740 $ 314,636 $ 322,358 Earnings from discontinued operations, net of tax $ — $ — $ 509 $ 509 Net earnings from discontinued operations attributable to shareholders — — 509 509 Net earnings attributable to Match Group, Inc. shareholders $ 148,675 $ 150,740 $ 315,145 $ 322,867 Denominator Weighted average basic shares outstanding 284,794 284,794 269,959 269,959 Dilutive securities (b)(c) — 5,949 — 15,735 Dilutive shares from Exchangeable Notes, if-converted (a) — 7,955 — 25,162 Denominator for earnings per share—weighted average shares (b)(c) 284,794 298,698 269,959 310,856 Earnings per share: Earnings per share from continuing operations $ 0.52 $ 0.50 $ 1.17 $ 1.04 Earnings per share from discontinued operations, net of tax $ — $ — $ 0.00 $ 0.00 Earnings per share attributable to Match Group, Inc. shareholders $ 0.52 $ 0.50 $ 1.17 $ 1.04 ______________________ (a) The Company uses the if-converted method for calculating the dilutive impact of the outstanding Exchangeable Notes. For the three months ended June 30, 2022, the 2022, 2026, and 2030 Exchangeable Notes were not more dilutive under the if-converted method and therefore the weighted average 0.9 million, 6.6 million, and 6.8 million shares, respectively, related to the 2022, 2026, and 2030 Exchangeable Notes are excluded from dilutive securities. For the six months ended June 30, 2022, the Company adjusted net earnings from continuing operations attributable to Match Group, Inc. shareholders for the cash interest expense, net of income taxes, incurred on the 2022 and 2026 Exchangeable Notes and dilutive shares were included for the same set of notes at the Match Group exchange rates. For the six months ended June 30, 2022, the 2030 Exchangeable Notes were not more dilutive under the if-converted method and therefore the weighted average 6.8 million shares related to the 2030 Exchangeable Notes are excluded from dilutive securities. For the three and six months ended June 30, 2021, the Company adjusted net earnings from continuing operations attributable to Match Group, Inc. shareholders for the cash interest expense, net of income taxes, incurred on the 2022, 2026, and 2030 Exchangeable Notes and dilutive shares were included for the same set of notes. (b) If the effect is dilutive, weighted average common shares outstanding include the incremental shares that would be issued upon the assumed exercise of stock options, warrants, and subsidiary denominated equity and vesting of restricted stock units. For the three and six months ended June 30, 2022, 8.0 million and 2.6 million potentially dilutive securities, respectively, and for both the three and six months ended June 30, 2021, 0.7 million potentially dilutive securities, are excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. (c) Market-based awards and performance-based restriced stock units (“PSUs”) are considered contingently issuable shares. Shares issuable upon exercise or vesting of market-based awards and PSUs are included in the denominator for earnings per share if (i) the applicable market or performance condition(s) has been met and (ii) the inclusion of the market-based awards and PSUs is dilutive for the respective reporting periods. For both the three and six months ended June 30, 2022, 1.5 million shares underlying market-based awards and PSUs, and for both the three and six months ended June 30, 2021, 1.0 million shares, underlying market-based awards and PSUs, were excluded from the calculation of diluted earnings per share because the market or performance conditions had not been met. |
CONSOLIDATED FINANCIAL STATEM_2
CONSOLIDATED FINANCIAL STATEMENT DETAILS (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheet to the total amounts shown in the consolidated statement of cash flows: June 30, 2022 December 31, 2021 June 30, 2021 December 31, 2020 (In thousands) Cash and cash equivalents $ 463,686 $ 815,384 $ 236,460 $ 739,164 Restricted cash included in other current assets 118 128 134 138 Total cash, cash equivalents, and restricted cash as shown on the consolidated statement of cash flows $ 463,804 $ 815,512 $ 236,594 $ 739,302 |
Schedule of Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheet to the total amounts shown in the consolidated statement of cash flows: June 30, 2022 December 31, 2021 June 30, 2021 December 31, 2020 (In thousands) Cash and cash equivalents $ 463,686 $ 815,384 $ 236,460 $ 739,164 Restricted cash included in other current assets 118 128 134 138 Total cash, cash equivalents, and restricted cash as shown on the consolidated statement of cash flows $ 463,804 $ 815,512 $ 236,594 $ 739,302 |
THE COMPANY AND SUMMARY OF SI_4
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) | 6 Months Ended |
Jun. 30, 2022 languange segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of languages where products are available (more than) | languange | 40 |
Number of operating segments | segment | 1 |
THE COMPANY AND SUMMARY OF SI_5
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Deferred revenue | $ 259,149,000 | $ 262,131,000 |
Deferred revenue recognized | 249,700,000 | |
Noncurrent deferred revenue | $ 0 | $ 0 |
THE COMPANY AND SUMMARY OF SI_6
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 794,513 | $ 707,760 | $ 1,593,144 | $ 1,375,372 |
Direct Revenue: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 780,153 | 694,322 | 1,563,986 | 1,349,503 |
Indirect Revenue (principally advertising revenue) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 14,360 | 13,438 | 29,158 | 25,869 |
Americas | Direct Revenue: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 408,730 | 374,388 | 808,708 | 718,650 |
Europe | Direct Revenue: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 208,471 | 196,542 | 423,799 | 385,601 |
APAC and Other | Direct Revenue: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 162,952 | $ 123,392 | $ 331,479 | $ 245,252 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||||
Income tax provision (benefit) | $ (8,048) | $ 37,320 | $ (14,915) | $ 19,573 | |
Unrecognized tax benefits including interest and penalties | 52,500 | 52,500 | $ 51,800 | ||
Unrecognized tax benefits that would reduce income tax expense | 46,500 | 46,500 | 46,000 | ||
Decrease in unrecognized tax benefits is reasonably possible | 1,000 | 1,000 | |||
Noncurrent income taxes payable, accrued interest and penalties | $ 1,200 | $ 1,200 | $ 1,500 |
DISCONTINUED OPERATIONS - Narra
DISCONTINUED OPERATIONS - Narratives (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021 | Jun. 30, 2021 | |
Discontinued Operations, Disposed of by Sale | IAC/InterActiveCorp | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Income tax benefit | $ 0.5 | $ 0.5 |
FINANCIAL INSTRUMENTS - Narrati
FINANCIAL INSTRUMENTS - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | ||||
Carrying value of investments in equity securities without readily determinable fair value | $ 14,200,000 | $ 14,200,000 | $ 14,200,000 | |
Gross unrealized losses of downward adjustments to the carrying value of equity securities without readily determinable fair values | 2,100,000 | 2,100,000 | ||
Impairment charge on equity securities without readily determinable fair value | $ 0 | $ 0 | ||
Impairment of intangible assets | $ 217,400,000 |
FINANCIAL INSTRUMENTS - Assets
FINANCIAL INSTRUMENTS - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Short-term investments: | ||
Short-term investments | $ 9,240 | $ 11,818 |
Total assets | 137,091 | 309,231 |
Time deposits | ||
Short-term investments: | ||
Short-term investments | 9,240 | 11,818 |
Quoted Market Prices in Active Markets for Identical Assets (Level 1) | ||
Short-term investments: | ||
Total assets | 1,355 | 260,582 |
Quoted Market Prices in Active Markets for Identical Assets (Level 1) | Time deposits | ||
Short-term investments: | ||
Short-term investments | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Short-term investments: | ||
Total assets | 135,736 | 48,649 |
Significant Other Observable Inputs (Level 2) | Time deposits | ||
Short-term investments: | ||
Short-term investments | 9,240 | 11,818 |
Money market funds | ||
Cash equivalents: | ||
Cash equivalents | 1,355 | 260,582 |
Money market funds | Quoted Market Prices in Active Markets for Identical Assets (Level 1) | ||
Cash equivalents: | ||
Cash equivalents | 1,355 | 260,582 |
Money market funds | Significant Other Observable Inputs (Level 2) | ||
Cash equivalents: | ||
Cash equivalents | 0 | 0 |
Time deposits | ||
Cash equivalents: | ||
Cash equivalents | 126,496 | 36,831 |
Time deposits | Quoted Market Prices in Active Markets for Identical Assets (Level 1) | ||
Cash equivalents: | ||
Cash equivalents | 0 | 0 |
Time deposits | Significant Other Observable Inputs (Level 2) | ||
Cash equivalents: | ||
Cash equivalents | $ 126,496 | $ 36,831 |
FINANCIAL INSTRUMENTS - Carryin
FINANCIAL INSTRUMENTS - Carrying Value and Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Balance Sheet Grouping, Financial Statement Captions | ||
Current maturities of long-term debt | $ (58,896) | $ (100,500) |
2022 Exchangeable Notes | Senior Notes | ||
Balance Sheet Grouping, Financial Statement Captions | ||
Current maturities of long-term debt | (58,782) | (99,927) |
Long-term debt, net | 0 | 0 |
Aggregate principal amount | 13,700 | 15,600 |
2026 Exchangeable Notes | Senior Notes | ||
Balance Sheet Grouping, Financial Statement Captions | ||
Current maturities of long-term debt | 0 | 0 |
Long-term debt, net | (568,647) | (567,870) |
2030 Exchangeable Notes | Senior Notes | ||
Balance Sheet Grouping, Financial Statement Captions | ||
Current maturities of long-term debt | 0 | 0 |
Long-term debt, net | (566,855) | (566,362) |
Carrying Value | ||
Balance Sheet Grouping, Financial Statement Captions | ||
Current maturities of long-term debt | (45,110) | (84,333) |
Long-term debt, net | (3,832,534) | (3,829,421) |
Unamortized debt issuance costs, current | 100 | 600 |
Unamortized original issue discount and debt issuance costs | 42,500 | 45,600 |
Fair Value | ||
Balance Sheet Grouping, Financial Statement Captions | ||
Current maturities of long-term debt | (92,998) | (254,472) |
Long-term debt, net | (3,642,506) | (4,772,140) |
Fair Value | 2022 Exchangeable Notes | Senior Notes | ||
Balance Sheet Grouping, Financial Statement Captions | ||
Long-term debt fair value | 93,000 | 302,200 |
Fair Value | 2026 Exchangeable Notes | Senior Notes | ||
Balance Sheet Grouping, Financial Statement Captions | ||
Long-term debt fair value | 603,600 | 932,600 |
Fair Value | 2030 Exchangeable Notes | Senior Notes | ||
Balance Sheet Grouping, Financial Statement Captions | ||
Long-term debt fair value | $ 626,500 | $ 1,017,700 |
LONG-TERM DEBT, NET - Summary o
LONG-TERM DEBT, NET - Summary of Long Term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Total debt | $ 3,933,896 | $ 3,975,500 |
Less: Current maturities of long-term debt | 58,896 | 100,500 |
Less: Unamortized original issue discount | 4,796 | 5,215 |
Less: Unamortized debt issuance costs | 37,670 | 40,364 |
Total long-term debt, net | 3,832,534 | 3,829,421 |
Credit Facility | Credit Facility due February 13, 2025 | ||
Debt Instrument [Line Items] | ||
Total debt | 0 | 0 |
Term Loan | Term Loan due February 13, 2027 | ||
Debt Instrument [Line Items] | ||
Total debt | 425,000 | 425,000 |
Total long-term debt, net | 425,000 | 425,000 |
Senior Notes | 5.00% Senior Notes | ||
Debt Instrument [Line Items] | ||
Total debt | $ 450,000 | 450,000 |
Stated interest rate (as a percent) | 5% | |
Senior Notes | 4.625% Senior Notes | ||
Debt Instrument [Line Items] | ||
Total debt | $ 500,000 | 500,000 |
Stated interest rate (as a percent) | 4.625% | |
Senior Notes | 5.625% Senior Notes | ||
Debt Instrument [Line Items] | ||
Total debt | $ 350,000 | 350,000 |
Stated interest rate (as a percent) | 5.625% | |
Senior Notes | 4.125% Senior Notes | ||
Debt Instrument [Line Items] | ||
Total debt | $ 500,000 | 500,000 |
Stated interest rate (as a percent) | 4.125% | |
Senior Notes | 3.625% Senior Notes | ||
Debt Instrument [Line Items] | ||
Total debt | $ 500,000 | 500,000 |
Stated interest rate (as a percent) | 3.625% | |
Senior Notes | 2022 Exchangeable Notes | ||
Debt Instrument [Line Items] | ||
Total debt | $ 58,896 | 100,500 |
Less: Current maturities of long-term debt | 58,782 | 99,927 |
Less: Unamortized original issue discount | $ 114 | 573 |
Stated interest rate (as a percent) | 0.875% | |
Senior Notes | 2026 Exchangeable Notes | ||
Debt Instrument [Line Items] | ||
Total debt | $ 575,000 | 575,000 |
Less: Current maturities of long-term debt | 0 | 0 |
Less: Unamortized original issue discount | $ 6,353 | 7,130 |
Stated interest rate (as a percent) | 0.875% | |
Senior Notes | 2030 Exchangeable Notes | ||
Debt Instrument [Line Items] | ||
Total debt | $ 575,000 | 575,000 |
Less: Current maturities of long-term debt | 0 | 0 |
Less: Unamortized original issue discount | $ 8,145 | $ 8,638 |
Stated interest rate (as a percent) | 2% |
LONG-TERM DEBT, NET - Narrative
LONG-TERM DEBT, NET - Narrative (Details) shares in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 USD ($) shares | Jun. 30, 2022 USD ($) trading_day shares | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2019 USD ($) | Dec. 31, 2017 USD ($) | |
Debt Instrument [Line Items] | ||||||
Total long-term debt, net | $ 3,832,534,000 | $ 3,832,534,000 | $ 3,829,421,000 | |||
Payments to settle warrants related to exchangeable notes | $ 7,482,000 | $ 0 | ||||
Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Threshold trading days (in days) | trading_day | 20 | |||||
Threshold consecutive trading days (in days) | trading_day | 30 | |||||
Exchange price on applicable trading day (as a percent) | 130% | |||||
Period of trading days of reported sale price of common stock (in days) | 5 days | |||||
Period of consecutive trading days of reported sale price of common stock (in days) | 5 days | |||||
Proportion of product of last reported price (as a percent) | 98% | |||||
Senior Notes | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Maximum leverage ratio | 5 | |||||
Credit Facility due February 13, 2025 | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity on Credit Facility | 750,000,000 | $ 750,000,000 | ||||
Remaining borrowing capacity under the Credit Facility | 749,600,000 | 749,600,000 | 749,600,000 | |||
Credit Facility due February 13, 2025 | Letter of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding borrowings under the Credit Facility | 400,000 | 400,000 | 400,000 | |||
Credit Facility due February 13, 2025 | Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding borrowings under the Credit Facility | 0 | $ 0 | 0 | |||
Annual commitment fee (as a percent) | 0.25% | |||||
Credit Facility due February 13, 2025 | Credit Facility | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Maximum leverage ratio | 5 | |||||
Term Loan | Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Total long-term debt, net | $ 425,000,000 | $ 425,000,000 | $ 425,000,000 | |||
Effective interest rate (as a percent) | 3.19% | 3.19% | 1.91% | |||
Term Loan | Term Loan | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 1.75% | |||||
Credit Facility and Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Maximum leverage ratio | 4 | |||||
Credit Facility and Term Loan | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Maximum leverage ratio | 2 | |||||
5.00% Senior Notes | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate (as a percent) | 5% | 5% | ||||
4.625% Senior Notes | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate (as a percent) | 4.625% | 4.625% | ||||
5.625% Senior Notes | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate (as a percent) | 5.625% | 5.625% | ||||
4.125% Senior Notes | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate (as a percent) | 4.125% | 4.125% | ||||
3.625% Senior Notes | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate (as a percent) | 3.625% | 3.625% | ||||
Exchangeable Notes | ||||||
Debt Instrument [Line Items] | ||||||
Convertible debt, amount presented for exchange | $ 40,600,000 | |||||
Exchangeable Notes | Senior Notes | Match Group FinanceCo 2, Inc. & Match Group FinanceCo 3, Inc. | ||||||
Debt Instrument [Line Items] | ||||||
Threshold trading days (in days) | trading_day | 20 | |||||
Threshold consecutive trading days (in days) | trading_day | 30 | |||||
Exchange price on applicable trading day (as a percent) | 130% | |||||
Redemption price (as a percent) | 100% | |||||
2022 Exchangeable Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, repurchase amount | $ 14,600,000 | $ 14,600,000 | ||||
Debt instrument settlement of amount presented for exchange | $ 41,600,000 | |||||
2022 Exchangeable Notes | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Effective interest rate (as a percent) | 1.60% | 1.60% | ||||
Stated interest rate (as a percent) | 0.875% | 0.875% | ||||
Principal amount of long-term debt | $ 517,500,000 | |||||
Debt conversion, converted instrument, shares issued (in shares) | shares | 0.9 | |||||
Convertible Debt, Measurement Period | 40 days | |||||
Amount received from hedge settlements | $ 52,600,000 | |||||
Payments to settle warrants related to exchangeable notes | $ 7,500,000 | |||||
Underlying share settled of warrants (in shares) | shares | 0.4 | |||||
2026 Exchangeable Notes | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Effective interest rate (as a percent) | 1.20% | 1.20% | ||||
Stated interest rate (as a percent) | 0.875% | 0.875% | ||||
Principal amount of long-term debt | $ 575,000,000 | |||||
2030 Exchangeable Notes | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Effective interest rate (as a percent) | 2.20% | 2.20% | ||||
Stated interest rate (as a percent) | 2% | 2% | ||||
Principal amount of long-term debt | $ 575,000,000 |
LONG-TERM DEBT, NET - Details o
LONG-TERM DEBT, NET - Details of Exchangeable Notes (Details) - Senior Notes | 6 Months Ended |
Jun. 30, 2022 $ / shares shares | |
2022 Exchangeable Notes | |
Debt Instrument [Line Items] | |
Number of shares of the Company’s Common Stock into which each $1,000 of Principal of the Exchangeable Notes is Exchangeable (shares) | shares | 22.7331 |
Approximate Equivalent Exchange Price per Share (USD per share) | $ / shares | $ 43.99 |
2026 Exchangeable Notes | |
Debt Instrument [Line Items] | |
Number of shares of the Company’s Common Stock into which each $1,000 of Principal of the Exchangeable Notes is Exchangeable (shares) | shares | 11.4259 |
Approximate Equivalent Exchange Price per Share (USD per share) | $ / shares | $ 87.52 |
2030 Exchangeable Notes | |
Debt Instrument [Line Items] | |
Number of shares of the Company’s Common Stock into which each $1,000 of Principal of the Exchangeable Notes is Exchangeable (shares) | shares | 11.8739 |
Approximate Equivalent Exchange Price per Share (USD per share) | $ / shares | $ 84.22 |
LONG-TERM DEBT, NET - If-Conver
LONG-TERM DEBT, NET - If-Converted Value in Excess of Principal (Details) - Senior Notes - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
2022 Exchangeable Notes | ||
Debt Instrument [Line Items] | ||
If-converted value in excess of principal | $ 25.9 | $ 170.4 |
2026 Exchangeable Notes | ||
Debt Instrument [Line Items] | ||
If-converted value in excess of principal | 0 | 293.9 |
2030 Exchangeable Notes | ||
Debt Instrument [Line Items] | ||
If-converted value in excess of principal | $ 0 | $ 327.9 |
LONG-TERM DEBT, NET - Component
LONG-TERM DEBT, NET - Components of Exchangeable Notes (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Principal | $ 3,933,896 | $ 3,975,500 |
Less: Unamortized original issue discount | 4,796 | 5,215 |
Less: Current maturities of long-term debt | 58,896 | 100,500 |
2022 Exchangeable Notes | Senior Notes | ||
Debt Instrument [Line Items] | ||
Principal | 58,896 | 100,500 |
Less: Unamortized original issue discount | 114 | 573 |
Less: Current maturities of long-term debt | 58,782 | 99,927 |
Net carrying value included in long-term debt, net | 0 | 0 |
2026 Exchangeable Notes | Senior Notes | ||
Debt Instrument [Line Items] | ||
Principal | 575,000 | 575,000 |
Less: Unamortized original issue discount | 6,353 | 7,130 |
Less: Current maturities of long-term debt | 0 | 0 |
Net carrying value included in long-term debt, net | 568,647 | 567,870 |
2030 Exchangeable Notes | Senior Notes | ||
Debt Instrument [Line Items] | ||
Principal | 575,000 | 575,000 |
Less: Unamortized original issue discount | 8,145 | 8,638 |
Less: Current maturities of long-term debt | 0 | 0 |
Net carrying value included in long-term debt, net | $ 566,855 | $ 566,362 |
LONG-TERM DEBT, NET - Schedule
LONG-TERM DEBT, NET - Schedule of Interest Expense, Exchangeable Notes (Details) - Senior Notes - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
2022 Exchangeable Notes | ||||
Debt Instrument [Line Items] | ||||
Contractual interest expense | $ 167 | $ 1,132 | $ 353 | $ 2,264 |
Amortization of debt issuance costs | 149 | 920 | 299 | 1,827 |
Total interest expense recognized | $ 316 | 2,052 | $ 652 | 4,091 |
Effective interest rate (as a percent) | 1.60% | 1.60% | ||
2026 Exchangeable Notes | ||||
Debt Instrument [Line Items] | ||||
Contractual interest expense | $ 1,258 | 1,258 | $ 2,516 | 2,516 |
Amortization of debt issuance costs | 391 | 387 | 777 | 788 |
Total interest expense recognized | $ 1,649 | 1,645 | $ 3,293 | 3,304 |
Effective interest rate (as a percent) | 1.20% | 1.20% | ||
2030 Exchangeable Notes | ||||
Debt Instrument [Line Items] | ||||
Contractual interest expense | $ 2,875 | 2,875 | $ 5,750 | 5,750 |
Amortization of debt issuance costs | 248 | 243 | 493 | 500 |
Total interest expense recognized | $ 3,123 | $ 3,118 | $ 6,243 | $ 6,250 |
Effective interest rate (as a percent) | 2.20% | 2.20% |
LONG-TERM DEBT, NET - Details_2
LONG-TERM DEBT, NET - Details of Exchangeable Notes Hedges and Warrants (Details) - Senior Notes shares in Millions | Jun. 30, 2022 $ / shares shares |
2022 Exchangeable Notes | Exchangeable Notes Hedge | |
Debt Instrument [Line Items] | |
Number of Shares | shares | 1 |
Approximate Equivalent Exchange Price per Share / Strike Price per Share (USD per share) | $ / shares | $ 43.99 |
2022 Exchangeable Notes | Exchangeable Notes Warrant | |
Debt Instrument [Line Items] | |
Number of Shares | shares | 1.9 |
Approximate Equivalent Exchange Price per Share / Strike Price per Share (USD per share) | $ / shares | $ 68.22 |
2026 Exchangeable Notes | Exchangeable Notes Hedge | |
Debt Instrument [Line Items] | |
Number of Shares | shares | 6.6 |
Approximate Equivalent Exchange Price per Share / Strike Price per Share (USD per share) | $ / shares | $ 87.52 |
2026 Exchangeable Notes | Exchangeable Notes Warrant | |
Debt Instrument [Line Items] | |
Number of Shares | shares | 6.6 |
Approximate Equivalent Exchange Price per Share / Strike Price per Share (USD per share) | $ / shares | $ 134.76 |
2030 Exchangeable Notes | Exchangeable Notes Hedge | |
Debt Instrument [Line Items] | |
Number of Shares | shares | 6.8 |
Approximate Equivalent Exchange Price per Share / Strike Price per Share (USD per share) | $ / shares | $ 84.22 |
2030 Exchangeable Notes | Exchangeable Notes Warrant | |
Debt Instrument [Line Items] | |
Number of Shares | shares | 6.8 |
Approximate Equivalent Exchange Price per Share / Strike Price per Share (USD per share) | $ / shares | $ 134.82 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE LOSS - Summary (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Accumulated Other Comprehensive Loss | ||||
Balance at beginning of period | $ (203,769,000) | |||
Other comprehensive loss | $ (138,620,000) | $ (2,059,000) | (184,083,000) | $ (22,635,000) |
Balance at end of period | (452,945,000) | (452,945,000) | ||
Tax benefit / provision in accumulated other comprehensive loss | 0 | 0 | 0 | 0 |
Accumulated Other Comprehensive Loss | ||||
Accumulated Other Comprehensive Loss | ||||
Balance at beginning of period | (269,217,000) | (102,030,000) | (223,754,000) | (81,454,000) |
Balance at end of period | $ (407,837,000) | $ (104,089,000) | $ (407,837,000) | $ (104,089,000) |
EARNINGS PER SHARE - Summary of
EARNINGS PER SHARE - Summary of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Numerator: Basic | ||||
Net (loss) earnings from continuing operations | $ (32,365) | $ 140,020 | $ 148,242 | $ 313,868 |
Net loss attributable to noncontrolling interests | 507 | 366 | 433 | 768 |
Net (loss) earnings from continuing operations attributable to Match Group, Inc. shareholders | (31,858) | 140,386 | 148,675 | 314,636 |
Earnings from discontinued operations, net of tax | 0 | 509 | 0 | 509 |
Net earnings from discontinued operations attributable to shareholders | 0 | 509 | 0 | 509 |
Net (loss) earnings attributable to Match Group, Inc. shareholders | (31,858) | 140,895 | 148,675 | 315,145 |
Numerator: Diluted | ||||
Net (loss) earnings from continuing operations | (32,365) | 140,020 | 148,242 | 313,868 |
Net loss attributable to noncontrolling interests | 507 | 366 | 433 | 768 |
Impact from subsidiaries’ dilutive securities of continuing operations | 0 | (388) | (153) | (428) |
Interest on dilutive Exchangeable Notes, net of income tax | 0 | 4,075 | 2,218 | 8,150 |
Net (loss) earnings from continuing operations attributable to Match Group, Inc. shareholders | (31,858) | 144,073 | 150,740 | 322,358 |
Earnings from discontinued operations, net of tax | 0 | 509 | 0 | 509 |
Net earnings from discontinued operations attributable to shareholders | 0 | 509 | 0 | 509 |
Net (loss) earnings attributable to Match Group, Inc. shareholders | $ (31,858) | $ 144,582 | $ 150,740 | $ 322,867 |
Denominator: Basic | ||||
Weighted average basic common shares outstanding (shares) | 285,126 | 271,254 | 284,794 | 269,959 |
Denominator: Diluted | ||||
Weighted average basic common shares outstanding (shares) | 285,126 | 271,254 | 284,794 | 269,959 |
Dilutive securities (shares) | 0 | 14,671 | 5,949 | 15,735 |
Dilutive shares from Exchangeable Senior Notes, if-converted (shares) | 0 | 25,162 | 7,955 | 25,162 |
Denominator for (loss) earnings per share - weighted average shares, dilutive (shares) | 285,126 | 311,087 | 298,698 | 310,856 |
(Loss) earnings per share: | ||||
(Loss) earnings per share from continuing operations - basic (USD per share) | $ (0.11) | $ 0.52 | $ 0.52 | $ 1.17 |
Earnings per share from discontinued operations, net of tax - basic (USD per share) | 0 | 0 | 0 | 0 |
(Loss) earnings per share attributable to Match Group, Inc. shareholders - basic (USD per share) | (0.11) | 0.52 | 0.52 | 1.17 |
(Loss) earnings per share from continuing operations - diluted (USD per share) | (0.11) | 0.46 | 0.50 | 1.04 |
Earnings per share from discontinued operations, net of tax (USD per share) | 0 | 0 | 0 | 0 |
(Loss) earnings per share attributable to Match Group, Inc. shareholders - diluted (USD per share) | $ (0.11) | $ 0.46 | $ 0.50 | $ 1.04 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average dilutive shares outstanding (shares) | 285,126 | 311,087 | 298,698 | 310,856 |
2022 Exchangeable Notes | ||||
Denominator: Diluted | ||||
Denominator for (loss) earnings per share - weighted average shares, dilutive (shares) | 900 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average dilutive shares outstanding (shares) | 900 | |||
2026 Exchangeable Notes | ||||
Denominator: Diluted | ||||
Denominator for (loss) earnings per share - weighted average shares, dilutive (shares) | 6,600 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average dilutive shares outstanding (shares) | 6,600 | |||
2030 Exchangeable Notes | ||||
Denominator: Diluted | ||||
Denominator for (loss) earnings per share - weighted average shares, dilutive (shares) | 6,800 | 6,800 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average dilutive shares outstanding (shares) | 6,800 | 6,800 | ||
Stock Options, Warrants and RSUs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from the calculation of diluted earnings per share (shares) | 8,000 | 700 | 2,600 | 700 |
Market-Based Awards and PSUs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from the calculation of diluted earnings per share (shares) | 1,500 | 1,000 | 1,500 | 1,000 |
CONSOLIDATED FINANCIAL STATEM_3
CONSOLIDATED FINANCIAL STATEMENT DETAILS - Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 463,686 | $ 815,384 | $ 236,460 | $ 739,164 |
Restricted cash included in other current assets | 118 | 128 | 134 | 138 |
Total cash, cash equivalents, and restricted cash as shown on the consolidated statement of cash flows | $ 463,804 | $ 815,512 | $ 236,594 | $ 739,302 |
CONTINGENCIES - Narrative (Deta
CONTINGENCIES - Narrative (Details) | 1 Months Ended | |||||
Sep. 03, 2020 arbitration | Jul. 13, 2020 plaintiff | Jun. 13, 2019 plaintiff | Aug. 31, 2018 plaintiff | Aug. 14, 2018 USD ($) plaintiff | Jun. 30, 2022 USD ($) lawsuit | |
Loss Contingencies [Line Items] | ||||||
Loss contingency reserve | $ | $ 0 | |||||
Number of lawsuits with possible material impact (one or more) | lawsuit | 1 | |||||
Tinder Optionholder Litigation | ||||||
Loss Contingencies [Line Items] | ||||||
Number of plaintiffs | 6 | 6 | 10 | |||
Number of plaintiffs with discontinuance of their claims without prejudice | 4 | |||||
Number of plaintiffs that were granted motion to dismiss merger-related claim for breach of contract | 2 | |||||
Number of plaintiffs who filed a discontinuance of claims | 4 | |||||
Number of arbitrations | arbitration | 4 | |||||
Tinder Optionholder Litigation | Pending Litigation | ||||||
Loss Contingencies [Line Items] | ||||||
Damages sought (at least) | $ | $ 2,000,000,000 | |||||
Tinder Optionholder Litigation | Settled Litigation | ||||||
Loss Contingencies [Line Items] | ||||||
Litigation settlement, amount awarded to other party | $ | $ 441,000,000 |
RELATED PARTY TRANSACTIONS - Na
RELATED PARTY TRANSACTIONS - Narrative (Details) - IAC $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) | |
Leasing Arrangements | ||
Related Party Transaction | ||
Due from affiliates | $ 0.2 | $ 0.2 |
Tax Sharing Agreement | ||
Related Party Transaction | ||
Due to affiliate | 1.3 | 1.3 |
Tax Sharing Agreement | Other Current Assets | ||
Related Party Transaction | ||
Due from affiliates | 1.8 | 1.8 |
Tax Sharing Agreement | Other Non-current Assets | ||
Related Party Transaction | ||
Due from affiliates | 0.6 | 0.6 |
Transition Services Agreement | ||
Related Party Transaction | ||
Received from affiliate | 20 | 20.5 |
Equity Award Transactions | ||
Related Party Transaction | ||
Paid to affiliate | 0.1 | 0.1 |
Health and Welfare and 401(k) Plans | ||
Related Party Transaction | ||
Accrued employee benefits | 0.6 | 0.6 |
California | Leasing Arrangements | ||
Related Party Transaction | ||
Received from affiliate | $ 0.1 | $ 0.1 |